Fast Times at Yokai High
by theallaroundnerd
Summary: "Hey, I'm Ben Reilly, while Pete is away doing stuff in another dimension, I'm stuck playing babysitter to a bunch of monsters! But man is this silver haired vampire chick hot! I'm kinda glad I have my cup on, anyways I'll see you guys in a bit!"
1. New Terrain

**_Welcome to the story, I am Deadpool from Spidey and Deadpool's Excellent Adventure: Remnant. Here to explain what this is. Basically, as teased in the Halloween Special, it's a crossover of Ben Reilly the Scarlet Spider and Rosario Vampire, which I love! Did you know Capcom had the video game rights for it? Imagine Inner Moka in MvCI or me, huh, huh? Anyway, this story will not be what you are used to as it will tread unfamiliar ground this author doesn't like to explore much. This story will be focusing on Ben Reilly who is having some psycho-trauma, though subtle it will be there. So please, if you are not comfortable on reading a story with mentions of depression and suicide, please stop reading and move on to something else, this story is not for the feint of heart. And if you are suffering from depression or thoughts of suicide, please call your local suicide hotline, every life is precious and deserves a chance. So, if you are good to go, so are we. Enjoy._**

 ** _Disclaimer: theallaroundnerd does not own any of the characters or the series. This is all for fun and entertainment._**

 **New Terrain**

 _This is lame_ the thoughts came from the titular main character of this fic, Ben Reilly. He had the weirdest of all wake up calls, no seriously, he was sleeping in his hammock over on the corner of Ditko Ave. and Lee Blvrd. when Madame Web, of all people, contacted him. "And not in the 'Ring Ring' _Hey we need to talk_. Kinda way. More like the **Get over here!** kinda way." he said to himself as he walked down the dirt road that led to the alleged school Web asked him to infil- uhhhh, investigate. Make sure that things don't get out of hand and all that.

Ben was walking down the dirt path with a 'Japanese to English' dictionary in hand, trees surrounded him and he swore he saw a bat or two fly past him, "Okay, okay, Hello my name is Ben. _Hello my name is Ben._ " he would say a phrase in english and repeat it in Japanese, "Scary pathway, check. Barely have any idea on why I'm here, check. Re-established peroxcide into hair," he took out his phone and looked at his bleached hair, "check." He looked at a sign and read it the best he could. "Yokai..." he looks at the pamphlet given to him, "looks good enough for me!" Ben kept walking until he saw a giant castle that was apparently whatever school he would be attending. He looked through his dictionary a few more times, making sure that his japanese was at least passable. _I mean, I only had all of three weeks to prepare, so I should be fine._ He thought sarcastically. "Yokai...Yokai...Doesn't that mean...monster?" putting that tid bit aside, Ben shrugged it off as him mistranslating. Ben sighed as he saw the distance he still had to walk a great distance to the castle like building, "Man, I bet Peter and Wade don't have to put up with this shit."

Thinking back, the only reason he was here in the first place was because Peter was off in some other universe with Deadpool. _I mean, I knew they were kinda close, but man they might as well as be on honeymoon at this point._ He joked laughing at Peter's expense. Being here wasn't a bad thing though, he didn't have anything back "home" if you could call it that. He had a tough time living at the moment he caught a bad case of the homelessness. He didn't want Peter to take him in, hoping he could find shelter elsewhere- but if you tried to kill the person you were cloned off of thinking he was the clone trying to kill you, but then it turns out SURPRISE you were the freak all along- you would probably reconsider too. The only problem he had was his constant nightmares, but he just chalked that up to paranoia something he had been suffering from actually. And it's not like he had any family or friends, aside from Peter and Deadpool, the only people he could communicate with was..."Let's see Laura, Johnny S. and..." he literally could count the people he talked to on one hand and he still had an extra finger. Ironically it was Laura who he talked to the most before she stopped talking to Peter and would act all bitchy to him. He wasn't sure why, but he took that very personally, almost as if it was him that she was shunning.

Checking his surroundings, Ben could see; gravestones, trees, and a single pathway. "I guess like in a M-Rated game, 'Follow the death'." through the treeline he could barely make out what he thought was a gate to the school and hopefully some students who could help him out. _Fucking finally!_ he instinctively started dashing to his goal, hoping to get this "Special Mission" done as soon as possible. _Hopefully my japanese is good enough to gain help from the students as to where I'll be staying._ He stopped dead in his tracks before he continued, _Or they will more than likely laugh themselves silly to my terrible accent._ He sighed and continued his long trek to the the 'Castlevania High School' as he called it.

Finally after about a mile or two he arrived on the campus. To his surprise it wasn't scary like he thought it would be. Actually it was quite beautiful with a large fountain and lots of lush greenery, though that could just be natural given the forest nearby. The only thing that put him on edge was the blood red ocean that the school was near. _Wonder if this is where Moses was when he freed his people._ Ben joked. Ben saw a crowd of students around a large board of sorts shouting in surprise or complaining. He heard a mention of ranks, so by that definition it is probably grades. _Alright, don't worry, you're just a foreigner that was transferred here by unknown means. Yeah, what could go wrong?_ Before he even did anything he saw a little girl wearing a a witch hat being harassed by three older students, actually much older now that Ben noticed, _S_ _o either those guys were four time seniors or this girl is incredibly young._

"What do you think you're wearing?" the older boy asked the girl, _At least I think he said that._ "Tch," the boy with the lighter hair continued, "You make me disgraced to be the student body president." he leaned right next to where the little girls ear was, _Ok this is setting off red flags._ The student began whispering something to the little girl's ear, but Ben couldn't make out what it was. Whatever it was he saw the girl, ever so slightly, flick a wand behind her back to cause a rock to smash into the older student's head. Ben snorted and covered his face to make sure they didn't see him.

"Hahaha, serves you right!" the girl laughed. _Okay, judging by this girl's attire and that wand, I think she's a witch. I should be fine, Web warned me of these 'monsters' I've met Scarlet Witch before, and Peter's told me about Doctor Strange. Yeah, I'll be fine._

"Why you little brat!" the older teen lashed out and Ben quickly reacted by sprinting towards the older teen.

"STOP!" a new female voice called causing Ben to stop in his tracks. He looked over at the girl and aside from her standard school uniform she had pink hair that distinguished her from others, a boy came running behind her, but he didn't really say anything. The girl continued, "If there is something I hate, it's violence against girls." she gave a pouty face that was more ment to show sadness than to be cute.

"Don't worry Pinkie," Ben started making himself known _What am I doing?_ , "the truth is, this guy couldn't hack it with the older girls, so instead he thought it be best if he hung around with...with..." Ben wasn't sure how to say the next word in japanese and was constantly flipping through his dictionary for help, much to the black haired boy that stood behind the haired girl's amusement, " _Loli's._ " he finally said in english just to end his joke.

"Tch," the president started, "Let's just leave, I don't want to deal with this idiot." the trio of older boys left leaving Ben holding his head in embarrassment, _Man, Peter would be so ashamed of my joke._

"Thank you for your help." Ben turned to see the pink haired girl smiling and holding out her hand. Ben took it and the two shook hands, "You have a weird accent, where are you from?"

"New York!" Ben said excitedly, "I'm really happy to be somewhere else though!"

"Ah, an American, that makes sense." the boy with the black hair mentioned.

"How so?" Ben asked not sure what the guy ment.

"You have bleached hair." the pink girl commented. Ben rubbed the back of his head in embarrassment, "Oh, I'm sorry. I'm Moka Akashiya." the girl said while smiling, "My friend here is Tsukune Aono."

"Hey." Tsukune waved. "What's your name American?"

Ben smirked, "Ben Reilly: Comedian." Ben looked at the little girl who simply stuck out her tongue. "Do you think you guys could help me out?"

Moka nodded with a big smile, "Do you have your schedule on you?" Ben handed her his shedule, but, as she should have guessed, it was translated to english. "Do you think you could translate this for me?" she asked while smiling sheepishly, "Probably going to be the only time your asked that huh?" she added jokingly causing Ben to groan.

"I know..."

Moka and Tsukune led Ben around the school showing him his classes which, conveniently, at least one of them would be with him at all times. The little girl followed them too, and seemed to be real clingy to Moka as Ben had noticed. _No, like REALLY clingy._ Ben thought as he saw the little girl grope Moka's chest while repeatedly saying 'I love you!' _This is insane! How do people not try and stop this?_

"Hey, hey what do you think you're doing Yukari!" Tsukune yelled out with a furious red face. _At least someone is sane._

"Don't interrupt us!" the little girl, named Yukari apparently, spat out at the older teen, "Surely you realize that I see right through you." she let go of Moka and began to jab Tsukune's chest with her finger, "I mean, how could you even exist in the same universe as Moka, the pink goddess, let alone pretend to know her!" she suddenly brought out a pamphlet that had Tsukune's headshot on it, "Tsukune Aono, Grades: Average, Athletic ability: Average, Special talents: Laughable at best." she closes the pamphlet before blowing a raspberry at the teen's face, "You are nothing more than a walking exposition of mediocrity." _Damn man, that was cold._

Ben put a hand on Tsukune's shoulder, "It's okay man, if it makes you feel better, I have a brother thag tried to kill me a few times."

"It doesn't." Tsukune responded. He then turned to the little witch, "Now hold on just one...sec-" before he could finish his sentence he looked up to see Yukari twirling her wand and chanting something. She then pointed it to the janitors closet and all of the mops and brooms began to circle around Tsukune.

"Buh ba bum, bah baba ba bum..." Ben hummed with an amused smile. The mops and brooms then began to chase and hit Tsukune as they were in the air and Ben decided to act. Quickly Ben ran to Tsukune's side and began to break or redirect the brooms and mops. Eventually his Spider-Sense went off and he placed his hand in the air to catch a golden bath bucket.

"Ugh!" the girl stomped her foot in frustration, "How come you had to ruin my fun?" she asked with a pouty face. Ben frowned at her comment, _Does she think this is all a game?_

"What may be fun to you, may be harmful to others, especially if it involves them getting attacked by Mickey Mouse's cleaning supplies!" Ben said and the Witch folded her arms.

"Who do you think you are to just show up here and act like you own the place? What makes you so cool?" she slightly flicked her wand thinking Ben wouldn't notice. Ben stuck out his hand and caught the anvil coming straight towards his face like it was nothing.

"I'm cool because I know your tricks." he said before Yukari blew another raspberry and left with Moka.

"Thanks for the save." Tsukune mentioned nonchalantly.

"Don't mention it."

oOoOoOoOoOoOo

Without having anything else to do, and Moka being who knows where, Tsukune took Ben to where the Newspaper Club met up so that he could get work done. "Who's the new guy?" the curvy blue haired girl asked. She had a student uniform but wore a yellow sweater over it to mix things up. Add her eighties esque knee high socks and she looked like she didn't really belong.

"Ben Reilly, how are ya'?" Ben held out his hand, but the girl just looked him over before she snorted and went back to her work. Ben took a seat and watched the two work, but to him it seemed overly boring, _Man, these guys need to get with the times. I don't think papers have been made like this in years._ His eyes periodically went back to the girl, _What monster are you? There must be a clue. I need to be prepared._

"Yukari Sendo?" the girl asked, responding to Tsukune's question about the witch girl he encountered.

"Yeah! I can't talk to Moka anywhere, not even here at the Newspaper Club." he said begrudgingly.

The girl got real close to Tsukune to the point where her _Wow,_ _massive_ chest touched Tsukune's, "Well, I've only heard stories about her." she said fluttering her eyes, "Mentally a genius, but emotionally still just a little girl. All of her classmates hate her."

"I-Is that right?" Tsukune stammered clearly not being able to hold himself together.

Ben let out a chuckle, " _I'm glad that I have more will power than this guy._ " Ben said in english causing the two to look at him.

"What did you say?" the girl asked with a hint of annoyance in her voice.

"I said, you two make a cute couple." Ben lied smiling.

"Oh, we're not-MMPH!" whatever Tsukune was going to say was cut off by him being suffocated by the girls chest.

"I know right? Isn't it just grand!?" the girl said smiling. _God she's dumb._ "You know Tsukune, now that we're together, we could- Um, could you give us some privacy?" she asked Ben in a sweet voice, " _Allure._ "

 _Spider-Sense! AGH!_ Ben's head began to throb, "Okay, okay! If it will make you stop doing that to my head!" Ben walked out of the room and held his head in his palm. _What a bitch!_ he kept holding his head in his palm, _Whatever she was doing was some sort of...mind...manipulation. I guess._ A sudden presence and smell of strawberries brings him back into focus. Looking to his right Ben sees Moka looking like she had just run a mile- Er, kilometer.

"Agh, Ben! Why are you here? And why do you look like you have a headache?" Moka asked.

"Uh..."

"Nevermind that now. I have to go help Tsukune and Kurumu with-" Moka opened the door and shrieked in surprise, "Kurumu...Tsukune! What's going on here?!" Ben looked over Moka's shoulder to see what was happening and nearly choked on his own spit when he saw Tsukune groping the blue girl's, Kurumu as she was called, boobs.

"Damn...What a player." Ben mentioned and Moka gave him a dirty look. In response Ben simply held up his hands in a mock surrender. No one was sure what was going on and Ben had to constrain himself from bursting out in intense laughter. Then it happened. Tsukune fell to the ground and with him fell a pair of striped underwear. Everyone was silent and Ben stopped breathing for a few seconds and covered his eyes, waiting for some sort of retaliation. Ben felt the chill of the wind and from Tsukune's reaction and Moka's yelling he figured he missed quite the show, _I'm a better person than that_. Laughing was heard and Ben, with his eyes closed still, walked to the window where it was coming from. Opening his eyes he saw Yukari with a doll of some sort in her hands laughing hysterically. Looking up she saw Ben and gave him a cocky grin before he smiled back and picked her up with one hand from the back of her shirt.

"Hey! Put me down creep!" she retaliated and Moka came to her rescue forcing Ben to let go of her.

"Moka do something about her!" Tsukune pleaded while repeatedly trying to stop his bloody nose. Ben walked over and placed a tissue and had Tsukune keep his head back.

"Just stay like that for a bit, kay?" Ben smiled and patted Tsukune on his back.

"Look Moka, you are not doing her any favors by not telling her she isn't a pain. So quit enabling her!" Tsukune was trying to sound serious, but the tissue in his nose just made him look ridiculous. Moka only chuckled and gave a nervous smile while patting Yukari on the head. Tsukune turned to Yukari, "Yukari, if you keep acting like this you'll never make any friends and you'll end up all alone."

Hearing that Yukari shuffled in place, "I-I don't care. After all I'm a genius. I don't need anybody." hearing then made Ben feel something _This poor girl just has a hard time making friends and she tries to shut everyone out because of it._ "I-I've always been alone anyway..."

Ben walked over to the girl and crouched to meet her at eye level, "You know, I know exactly how you feel. I've always been alone too. The only person I ever grew to know decently well was my brother, but even then I haven't talked to him lately." the girl'a sad expression turned into a slight frown.

"Well that sounds like a 'you' problem." the sudden aggression threw Ben for a loop and he didn't even listen to his Spider-Sense causing him to not dodge the pan that hit him and Tsukune. Ben winced in pain, but Tsukune was a little miffed, _That's an understatement._

"Haha, got you!" Yukari said as she ran out of the room laughing.

"Why you little brat! I'll- I'll-" Tsukune was so mad he started to chase the girl before being stopped by Moka.

"Tsukune! What is wrong with you, getting mad at a little girl!"

Kurumu walked up to Ben and helped him on his feet, "You okay?" she asked with not much concern but Ben could tell she was trying to be nice. To her surprise Ben began chuckling, "What's so funny?' she asked completely confused.

"I can't believe I fell for that." Ben said lowly still chuckling.

Moka went chasing after the incident hoping she could help Yukari out, leaving Tsukune and the other two on their own. "So did you two have a nice time?" Ben asked jokingly leaving Tsukune to give him a dirty look.

"Well, one thing is for sure, that Yukari is a real witch. No wonder everybody hates them." Kurumu mentions causing the two boys to throw questioning glances.

"What do you mean Kurumu?" Tsukune asked.

"Don't you know? In the olden days they were considered 'Monsters of the Borderline' halfway between a monster and a human, and no one trusts a halfway. Like those Mutants that started popping up in the last few years or these 'Meta-Humans' that are created by mankind's lust for power." Ben felt himself start to sweat a bit, _Yeah, we do do that huh._ "Witches are like the Mutants of today, where in the past they used to have witch hunts. Ben's culture is most notable for these occurrences. There aren't many left, they are practically extinct. Yukari and her family could very well be the last ones." _And Doctor Strange, but whatever._ "A lot of people don't like them and will lead to extreme aggression if given the chance." _Uh-oh._ Ben thought as he thought back to those other students that were harassing the girl earlier.

oOoOoOoOoOoOo

 **Yukari**

oOoOoOoOoOoOo

Yukari ran from the group of teens after hitting Tsukune and Ben in the head with the wash tubs. Though she was laughing as she left, she secretly was feeling pain. She was telling the truth when she said that she was always alone. She ran down the halls and could hear the multiple voices of criticizing students and their **hate** towards the witch.

'Look at her what a freak!'

'I heard she was a witch.'

'Well yeah, I mean, look at what she's wearing.'

 _Idiots! idiots all of them! I don't need them, I don't need anyb-_ "OOF!" mid thought Yukari ran into someone and gave them a earfull, "Ugh, are you blind oaf?! Watch where you are going!"

"Your the one who should look where you're going. But you just love provoking me...don't you?"

Yukari looked up to see the boys that harassed her earlier that day, "M-Mr. President?!"

The boy got up in her face, "You enjoyed embarrassing me in front of the entire school, didn't you? Along with that troublesome transfer and that Akashiya chick!" he moved his face right next to her ear and whispered, "I've been waiting for thissssss." he moved back and to Yukari's horror he showed her his forked tongue and he began to transform into something horrid, "I've been waiting to teach you respect!"

oOoOoOoOoOoOo

 **Moka**

oOoOoOoOoOoOo

Moka ran out to search for Yukari. _Come on Yukari, please don't do anything brash._ _I can be there for you._ Moka began to have flashbacks to her past in a human school, _Because I know how people can be...how they can be ignorant and just pretend you aren't there,_ she began to think of Tsukune and how he became her friend and how grateful she was, then of Ben and how kind he's been so far, even though he doesn't know anyone, _I won't let you be alone. I can be your 'Tsukune' I can be a 'Ben' and just accept anything that happens._

" _*EEEEEK!!!*_ " In the distance Moka heard screaming, _That sounded just like Yukari, Don't worry I'm coming!_

Unbeknownst to her a figure followed and no one you'd expect. He was clad in a red suit with a blue hoodie adorned over it, "Figures that I wouldn't get a break going to school." he sighed, "Son of a Witch. Hehe." With the mask up revealing to be the face of Ben Reilly he pulled down his mask before jumping into the forest.

oOoOoOoOoOoOo

 **Yukari**

oOoOoOoOoOoOo

Yukari was forcibly thrown against a decaying tree stump, landing with a thud. "Nasssty thing..." Yukari looked up to see the President still changing, "So nasssty **is a witchhh.** " he began to chuckle and his face grew a snout and his teeth sharpened to extreme tips. " **Listen you, we don't need your type in our class. It's time for you to...** **disssappear!** " Now transformation complete Yukari could see him for the monster he and his cronies really were: Lizardmen.

He approached Yukari with his mouth agape ready to bite...something. Yukari tried her best to defend herself and brought out her wand, "Stop! Or I'll-" she was abruptly cut off when the President bit down on it with his massive maws. Pulling it out of her grasp the Lizardman continues to teeth on the magic wand.

" **Now...what ssshould we do with her?** " he asked.

" **No one can see us in this fog. Let's just eat her.** " one of the president's lackeys suggest. The president bites down on Yukari's wand and snaps it in two. _No! My wand! Without it I'm utterly useless!_

The Lizardmen all opened their maws and went to eat the young witch causing her to scream in terror.

"STOP!" a voice called and surprisingly they did just that. Turning around the Lizardmen all see Moka Akashiya who looked as if she sprinted to get here as evident by her intense breathing. "Take your hands off Yukari." the wind blew causing the forest to be filled with the sound of the branches moving, no one noticed the slight breaking that occured.

The president frowned before he snapped his fingers, signaling his men to attack Moka. "Moka just go!" Yukari yelled, "Save yourself, forget me! You'll be eaten if you don't!"

"And you'll be eaten if I do!" she retaliated. Moka shook her head eyes filled with tears, "I'm sorry Yukari. Whether you like it or not, you are not alone. You don't have to handle everything yourself." Yukari wanted to retaliate but Moka stopped her, "That's all you need you know? Someone you can depend on. You don't have to be in love with them, and you don't have to torment others because you're afraid that they'll reject you! Look at Ben, he didn't know you but he wanted to, but you felt that if you told him the truth he'd reject your friendship."

"Quit talking nonsense Moka! Get the hell outta here!" Yukari yelled out.

"Yukari...I understand...how it feels to be alone." Yukari was shocked and felt like she had been hit by a brick, _Someone like her? Could it be-_ "I know this because I was alone for a long time. That's why I want to help you. I'm your FRIEND Yukari. You can count on me."

All the Lizardmen looked at each other in astonishment, " **Uhh, hello! What the hell is wrong with you? Did you forget usss.** " Moka didn't say anything and Yukari gave a teary eyed smile, " **Are you ignoring me? Nobody ignores-** "

"Enough!" Yukari yelled out as she bit the lizard to try and break free. He gave a look of annoyance.

"Nobody bites the President!" the president swiped at the witch but missed, however, he did hit the back of Tsukune Aono who came out of nowhere to save the day. Tsukune yelled out in pain but kept Yukari close by.

"Tsukune!" Moka yelled out as she ran over to her friends.

Yukari was completely confused, "Tsukune? Where? How? Why are you here!"

"I...Think I understand," he struggled to say, "I think I understand you better now. Like Moka said, You're not alone anymore." The Lizardmen closed in on the teen's location. Looking like there was no way out Tsukune reached for the cross around Moka's neck, then there was...Music?

oOoOoOoOoOoOo

 **Ben Reilly**

oOoOoOoOoOoOo

 **Music Que: I'm The One- Jeff and Casey Lee Williams**

"Heeelllooo down there!" all the teens turn to see a man clad in a bright red and blue outfit, "Greetings, mind if I crash this party." the man dropped down in the middle of the Lizardmen, practically taunting them with how carefree he was acting.

" **Who the hell do you think you are freak!** " the president asked.

"Ouch! Don't say freak. It hurts." the man said flinching, "And the name is Scarlet Spider just so you guys know. And uh, what are your names? Larry, Curly and Moe?" Scarlet said referring to the three Lizardmen in front of him, "By the way, how could you not see me up there? There are no leaves to hide in, so how was I unnoticed? And what's with taking a girl to the woods to eat her? Well I guess more disgusting things have been done by teens in the woods."

" **You dare insult-** "

" _Shhhh,_ " Scarlet put a finger where his lips would be, "This is the best part, _I'm the ooonne. I was born in a nightmare-_ " one of the Lizardmen lashed his tail at the costumed being but Scarlet was much too fast and bent his body underneath it. "I see we're starting." Scarlet rubbed his nose and got in a southpaw fighters stance.

" **You will pay for insulting us!** " one of the lackeys shouted out.

"Hey, by any chance are you guys related to a human scientist who turned himself into a giant lizard?" the monsters snarled and their anger began to show, "No? Man, it must be embarrassing that a _human_ who stole from your culture is stronger and scarier than you. Well...then again he is white..." jumping backwards to avoid a tailswipe the Spider simply laughed. "Hey, knock knock."

The lizards looked at each other, " **Who's there?** " Scarlet jumped down, and in one punch, broke the teeth out of one of the lackey's mouth knocking him out cold.

"My fist in your face bitch!" _Spider-Sense!_ moving right Scarlet dodged a palm swipe from the other lackey _"A stomp on the wrist and a kick to the chin..."_ Scarlet kicked the Lizard in the face and sent him flying into his boss. Pushing his lackey off of him the president got up and decided to fight the Spider head on, but what he saw behind the Spider frightened him greatly. "Man, my Spider Sense is ringing like crazy. Are you thinking on trying to catch me off guard?" The Lizard men looked at each other and tried to run for it, but Scarlet had a plan for that, "Hey guys where are you going? We still have a party to do!" pointing his wrist out the Scarlet Spider shot a we-line that snagged his two opponents together preventing them from moving, "There, now I've had the last laugh."

Turning around the Spider saw what the Lizard monsters were so afraid of, " _Oh, Jesus Christ!_ " he yelled out in english jumping away from the threat that was causing his Spider-Sense to go haywire. He looked the woman up and down, silver hair, blood red eyes, a student uniform and a figure that was to die for. " _Good thing I wore my cup today._ "

The woman cocked an eyebrow before responding to him...IN ENGLISH, " _Don't think your inuendoes will get passed me in a different language Ben._ " the voice was strong, commanding and, _Extremely sexy_ Ben thought.

Yukari looked at the woman, "I heard, Ben, did you say he was Ben?" the silver haired girl nodded but remained emotionless as if she was analyzing the Spider.

Scarlet, realizing he had been found out, removed his mask, "Okay, two questions, 1)Who are you, and 2)How did you know who I was?"

"You are the only American here and that was plainly American-English. As for me," the woman placed her hand on her chest, "I'm Moka Akashiya, the real one, or 'inner' one, the other me is just an outer shell, a girl that was made to fit in."

"So, you're Moka, but just hiding on the inside?" Ben asked.

"Through the rosary, yes."

"So, you're inside yourself?" he held himself from snickering at what he said, but it wasn't working well. Especially when Moka's expression was stone-faced. "You don't think I'm funny do you?"

"I've been through with your shit since the 'sex in the woods' joke." Moka walked back to the fallen body of Tsukune and helped him up, "Get up, it's over." groaning Tsukune finally got up on his feet.

"We won right?" he asked.

"Yes and you didn't need me, now give me back my rosary." Tsukune did so and the Inner Moka placed it around her neck transforming her back to her usual self.

"Just leave me with all the dead weight, yeah thanks." Ben said looking at Tsukune realizing that wasn't necessarily what he meant, "No offence." Tsukune just shook his head and held his back.

"We should wait for Moka to wake up." he mentioned.

"No dude," Ben argued, "we need to get you patched up."

"I can wait for Moka, you guys go." Yukari mentioned.

"Are you sure?" Ben asked with concern and the young witch nodded, "Okay then." picking up Tsukune, Ben carried him to the infirmary where he could get patched up.

oOoOoOoOoOoOo

"Hey I have a question." Ben, now in his school clothes, asked Tsukune.

"What is it-OW!" the nurse had just finished dressing his wounds and the two were walking towards ths male dorms.

"Do you think you could be my translator? I can't read japanese at all." Tsukune laughed and nodded.

"This is your dorm here." the teen pointed to the, somewhat small but still better than nothing room. Though for Ben, anything was better than his current living situation back home.

"Thank you Tsukune." as the two were about to part ways Ben had one more question, "By the way, what's this thing I hear about manditory clubs?" Tsukune laughed and said they'd talk about it tommorow.

Finally in his dorm Ben put his things down off in the corner and removed a few things from his suitcase. A picture of him, Spider-Man and Deadpool all in costume. Another picture, but of him and Peter. And a final picture which he kept as a book mark in his dictionary that was a "Prize Photo" as he called it, which was just a topless picture of X-23, that he keeps for...leverage. Taking a deep breath he takes out a notebook which is full of scribbles and writing, it's labled "Nightmare Journal". The final item he removed was a piece of paper with a few words written down that Ben saw in a book somewhere " _If we continue to be someone we are not, then we will never truly live."_ Ben gave a low sigh as he looked at the picture of him and Peter and with that he turned off the lights and went to bed.

oOoOoOoOoOoOo

In the morning Ben was woken up by the sound of knocking at his door, "Hey get up, I'll wait for you." it was Tsukune. Ben got out of bed and opened up his journal.

 _"It came for me again. I don't know what it means, all I know is that it is trying kill me like the many times before._ he then drew a picture of a spider with red eyes then wrote next to it, _"Not him!"_

Looking at himself in the mirror Ben could already see the bags forming. This wasn't new, it happened everytime he had a nightmare, the problem was that they were becoming more frequent now. Sighing he put on a fake smile to make everything seem fine, _Can't have people who I barely know worry now can I?_ He put on his school clothes and grabbed his bag then left to meet Tsukune by the path. Along the way the two met Moka and eventually Kurumu joined too. "So, is he part of the club now or something?" Kurumu asked.

"Yeah, I'm a bonerfied- I mean bonafide...member." Ben said with a slight chuckle.

"Good," Kurumu stated, "I need to find out how you were able to resist my Succubus charms."

oOoOoOoOoOoOo

The teens finished classes and Ben was helping the girls with boxes, by carrying all of them, "I told you, all you needed was a strong American."

"Condescending much?" Kurumu asked.

"Ooh, six syllable word good for you." Ben teased.

"Oh shut up!"

Moka chuckled when a thought came to her, "Where's Tsukune?" turning around all three saw Yukari coming from nowhere clinging to Tsukune like a dryer lint.

"Tsukune, my love!" she yelled. Everyone was in surprise. "Oh, Ben!"

"Careful, I'll use the Eye of Agamoto on you." he teased causing the witch to stick out her tongue.

"It's good to see you, I look forward to being your friend." Yukari held out her hand for Ben to shake. But instead of shaking her hand, Ben took off her hat and ruffled her hair.

"I think we'll get along just fine. As long as you guys don't do like a 'monster of the week' type thing." Moka and Tsukune look at each other, "Oh, you've gotta be kidding me!" needless to say they all share in a laugh and they start their first day as a bigger Newspaper Club.

 **A/N: Thank you guys for tuning in. Unlike Spidey and Deadpool, I'm going with a third person limited view for the story as opposed to Omniscient. I really want it to be more single character focused, because, if you read the manga, you almost never know what the others are thinking though you can guess. Ben is going through some strange things so his mind will be racing a lot and the only time you'll see someone else's thoughts is when we switch to that character as indicated in this chapter. And before you aske, Yes, this story will be more based off the Manga than the Anime, if only because the Manga actually has a story. So I hope you guys enjoy this series it is conected to Spidey and Deadpool which will lead to something BIG! Or not, who knows. Anyways have a nice day guys, stay being cool.**


	2. Art Is Dangerous

**CorvoKuro: Thank you for your support, I hope this chapter satisfies you as well.**

 **Art is Dangerous!**

In the week since Ben Reilly arrived at the school for monsters he learned a few things: 1) Monsters are just like humans, some are nice, but some are bigoted assholes who are afraid of anything that's different. 2) The Newspaper Club is not as bad as he thought due to low turn up resulting in only four members, himself included, and he knows them all from when he first arrived! _So that's a plus._ The only one he didn't know was the president of the club Ginnei Morioka, a Werewolf that tried to frame Tsukune for things he didn't do...nasty things. Moka, or rather 'Inner Moka' as the group calls her, put him in his place and cleared Tsukune's decent name. On that note, 3) Moka had split personality dissorder, or rather her outer self is a shell designed to fit in with human society, by making her nicer and not threatening. Her inner self apparently is incredibly strong and seems to have a 'take no prisoners' attitude. And 4) If his nightmares and the rules of this school were anything to go by, this school will be his grave.

But that could wait. Right now class had just ended and the Newspaper club was getting ready to start doing their thing. The last few days it was finding something worthy of being on the front page, and so far...peanuts. They haven't found anything, although Ben did mention him tagging up the school and acting as if it was some mystery assailent, the team didn't go for it. As for his new group he made sure to notice Tsukune staring at Moka, who was reading a book about art. Amused, Ben tried to see what he could do to snap Tsukune out of his trance, he snapped his fingers, waved his hand in front of his face it wasn't until Ginnei hit him in the back of the head with a magazine that Tsukune finally snapped to attention.

"Hustle up ladies we have a paper to print, and still no front page story." he called out.

"How about 'President Slob Harasses Members With Nudie Mag!'" Ben mentioned taking note on the type of magazine Gin had. The girls of the club frowned with Yukari hitting Gin upside the head with a wash bucket. Assault aside Gin didn't stop to appreciate his crew, one member in particular.

"Hello Moka!" he leaned towards Moka looking over the book she had, "An artbook? Becoming an artist are you?"

"N-No! It's just, uh, um..." Moka fumbled with her words, not sure not to say to her president. _She's def hiding something._ Ben thought.

Gin gave his typical smolder and Ben could swear that he saw an angelic glow go about him. _Damn, I wish I could do that._ "You know, you're looking quite beautiful today. You really ought to go out with me, after all...I love you!" he pulled roses from out of nowhere and began to chase Moka around with them. "Come one, come back!" he yelled out as he chased her with his tail and ears coming out.

"Him being a Werewolf is extremely fitting, though I think it'd be more accurate if he was some sort of boar monster." Ben joked gaining a smirk from Kurumu and an approving nod from Yukari.

Suddenly Kurumu jumped up from her seat and rushed the seemingly dumbfounded Tsukune, "Oh Tsukune!" she jumped into his lap and began hugging him to no end, "I'm so glad we're in the same club together! After all I love you!" she began rubbing her breasts against his chest prompting Ben to turn away to stop the blood flow... Take that as you will.

"HOLD IT!" Yukari shouted out _Objection!_ Ben thought. Suddenly a dust pan fell on top of Kurumu's head, and a desk fell on top of Ginnei giving him a large bump, "Anyone who harasses or assaults Tsukune or Moka shall face my magic!" she did a little twirl and smiled, "After all, I love them!"

Gin gave a confused look, "Who's that?" _Evidently he received a concussion too because she's been here for a week._

"That's Yukari, our newest member. Girl genius." Moka said the last part lowly under her breath.

"Save me Tsukune!" Kurumu called out acting as if she was collapsing. Tsukune looked completely out of it and Ben came to the rescue by shoving Kurumu into the nearest chair and gave Tsukune his space. For some reason Tsukune hasn't said anything for sometime. Ben patted his shoulder and looked towards where Tsukune was looking and caught the glimpse of Moka smiling.

"You can do it champ." Ben whispered and Tsukune had a new face of determination. Sure it was red as a tomato, but determined nonetheless. _Go get her dude._ Ben chuckled to himself.

oOoOoOoOoOoOo

 **Tsukune**

oOoOoOoOoOoOo

Tsukune woke up today as usual, in constant disbelief that he's survived this long at a school for monsters, _I wonder what kind of monster Ben is. He never said, though judging by the outfit he wears I guess he's some sort of spider yokai...Though, I don't remeber him using webs when he fought those lizard guys._ Tsukune shook off the thought and got ready for the day. Today was going to be great, or so he hoped, after all his birthday was soon, and today will be the day he asks Moka on a da- time to hang out with just the two of them...alone...on his birthday. _Yeah, this is a fool proof plan!_ he gave a fist pump before walking over to Ben's dorm.

The day came and went, and Tsukune was losing time to ask Moka if she would hang out with him on his birthday. Sitting in class after the bell went off Tsukune was deep in thought, _It's been over two months, and I'm somehow still alive. A human...a really average human at that, at a school for monsters! And I may actually survive until my 16th birthday! What a miracle!_ Tsukune stared intently at Moka who was reading a book and all he could do was stare at her immense beauty. _It's all because of her that I'm here in the first place. And on my birthday, I'd love to spend the whole day with her, just Moka._ His heart began to to beat really fast as he gained a sheepish Charlie Brown smile. He went deep in thought, Ben tried to snap him awake but it was Gin that slapped him over the head with a magazine that did the trick, "Ow!" Tsukune yelled out as he rubbed his head trying to sooth the slight pain. _He hit me hard. Does he still have a grudge?_

Tsukune wasn't paying much attention, well he was but I already explained what was going on when Ben was there, so you know- copy paste.

 _I just don't understand how people can just throw words like 'love' around like nothing._ "Save me Tsukune!" Kurumu yelled out but Tsukune wasn't amused, it was Ben to the rescue who pushed Kurumu away and gave Tsukune some advice.

"You can do it champ." Ben whispered and Tsukune had a new face of determination. _Okay then, on my birthday I'm telling Moka I love her! But...to do that I should be alone with her. So to do that...I've gotta ask her out._

oOoOoOoOoOoOo

"See you later Tsukune!" Moka called out as the two walked back to their dorms, Ben was there too, but he was staying silent, "I'm going this way today." Moka was heading in a different direction, one that Tsukune hadn't seen her take before.

"But...I always walk you back to the dorms." Tsukune mentioned nervously.

" _Whipped._ " Ben said in english.

Moka shuffled her feet a bit, "I...kinda have an appointment today."

Tsukune cocked an eyebrow, "Does it have anything to do with that drawing pad?" _Maybe she's just getting some drawing lessons._ Tsukune hoped.

"Uh-huh, the art teacher asked me to model, but only for about a week or so." Tsukune's heart dropped _...Art?!!_ he turned and began pulling his hair out _A model for a week?_ he imagined Moka wearing fashionable clothes and posing as if she was on a runway _But my birthday is only six days from now!_ Off to the side Ben had a slight smile on his face and a light blush as he looked Moka up and down.

" _Pretty cute, I'm a photographer for the paper. Maybe she'll model for me._ " he said lowly to himself.

Moka gained a cheerful expression, "Don't worry though! I'm still committed to the Newspaper Club!"

"This isn't about the club!" Moka reeled back a bit from the sudden outburst. _She actually forgot?_ "I mean, d-don't you remember what's coming up?"

"Coming up?" Moka asked, "Ummmm..." she fiddled with the chain around her Rosary, _I'm positive that I told her...and she forgot! She just forgot..._ Tsukune turned and started to dash towards the dorms surprising Moka and even throwing off Ben.

"Tsukune wait!!!" Moka called out. Tsukune turned around, "Could I...drink your blood?" _What?!_ Tsukune thought and Ben gave an amused smile. Tsukune gave a look of dissapointment before turning around and leaving. Not seeing the sad look Moka had on her face.

oOoOoOoOoOo

 **Ben Reilly**

oOoOoOoOoOo

Tsukune had just run back to the dorms and Ben was left with Moka alone. "You've really upset him you know?" Ben mentioned to the vampire.

Moka slumped her shoulders and looked down, "I don't see why...I haven't done anything wrong have I?"

"Well you kinda forgot about Tsukune's birthday this weekend." Ben mentioned with a bemused smile.

Moka shook her head in defiance, "No!" she yelled out causing Ben to cock an eyebrow, "I didn't forget at all, that's why I'm modeling." _...What?_ Ben thought.

"You're...modeling to give the model to Tsukune?" he asked and again Moka shook her head, "Oh good, I thought you were gonna send him like nude paintings or something."

Moka had a heavy blush, "Ehh? Why would you- Why would I do that?!" Ben just shrugged in response, "In return for modeling the teacher is teaching me some tricks for when I'm drawing to make my art look more realistic." Ben nodded in understanding.

"Hey," Ben called out making Moka look at him again, "you think you could suck my blood?" Moka reeled back in astonishment.

"R-Really? I-I mean...Why?" she asked with concern not sure why someone who has only been her friend for a week would be willing to "Donate" blood to her.

Ben shrugged his shoulders, "Science experiment." he gave a sincere smile and Moka went for it just before she bit down Ben stopped her, "There's something you should know."

"What is it?" Moka asked with concern.

"I'm terrified of needles." Moka gave a confused face, "Not funny? Okay, maybe next time." Moka went back to Ben's neck and slowly sunk her teeth into the side, Ben gave a slight grunt of pain, but it was over just as soon as it started. Moka, upon tasting Ben's blood, took her fangs out and began to gag.

"UGH!!! What is wrong with your body?!" she kept gagging and looked as if she was gonna throw up.

"Do you need a glass of water?" Ben asked forgetting a crucial detail. Moka gave him an angered glare and that's a look he'd rather forget, "Right can't have water, sorry."

Finally after she was done Moka looked up at Ben in disgust, "What is wrong with your blood?" she asked.

"It's not great." was Ben's cryptic reply.

"If your blood wasn't good, then why did you let me drink it!?"

Ben pulled out a pen and a small pocket notepad, "Vampires don't like my blood." he wrote. "Sorry, like I said, science experiment, I wasn't sure if a vampire could drink my blood. Sorry you had to be a guinea pig." he apologized while helping Moka to her feet.

"It- It's alright," she gave a smile and was back to her normal self, "Actually, you had a pretty good aftertaste." she said before she turned and walked to her "Appointment".

"Note to self: Don't let Moka enjoy my blood. P.S. Keep water on self at all times in case of emergency." Ben then turned heel and walked to his own dorm before the next day.

 **You were designed to be just like him. You will be his successor and his killer. Now go forth and do your job!**

 ** _*Riiiiinnggg!!!*_**

Ben slammed his hand over his alarm clock effectively destroying it. _Shit...That wasn't supposed to happen._ he thought, _I need to get up, I can't be late again._ Rolling out of bed Ben sloppily throws on his clothing, making sure to place his costume in his backpack. Looking at his room he noticed it was a little sloppy, _Nah, I can deal with it later._ he thought before leaving his room.

Ben yawned as he walked to class, _Damn, I woke up like four times last night._ his nightmares were starting to get to him his constant drowsiness was proof of that. Not to mention his lack of effort on assignments, though to be fair he didn't feel the need to study for those anyways. Finally approaching the gates Ben gave a long, heavy sigh before putting on the best smile that he could and walking into the school.

oOoOoOoOoOoOoOo

"We have a story," Gin started while throwing up headshots of seven pretty girls, "We have seven missing girls on campus."

"If they are on campus they aren't missing dumbass, they're probably just avoiding you." Ben mentioned chuckling to himself while laying his head between his arms on his desk.

Gin frowned, "Do you take anything seriously American?"

"I don't take my life seriously, no."

"Missing? From our school?" Tsukune asked trying to get the group back on topic.

"Yes," Gin replied, "And in just this month too. Seven female classmates vanished without a trace, and they were all seen last on school grounds." Ben's ears perked up from that tid bit, _How can they just vanish?_ he thought. "Your assignment is to gather information on the missing girls. We will solve this mystery, for their sake." _Then I'll get in their pants!_ Ben joked in his head as he imagined Gin adding that part at the end. Gin walked over to the window thumb on chin in deep thought, "As you can all see from the photos, all the girls are incredibly attractive. Therefore logic dictates that Moka will be next."

"Or Kurumu." Ben noted.

"Thanks Ben!" Kurumu said with a smile on her face.

"Anyways, someone may be abducting them. If so, I have to save them. Then Moka will love me!" Gin said with a fist bump. _Oh my god I was close!_ Ben thought before looking over at Tsukune and both gave the same facial expression of 'What the Hell?'

oOoOoOoOoOoOo

The walk back to the dorms was pretty peaceful, but it could be because that Tsukune was wobbling as Moka had drank a good amount of his blood before the end of the club meeting. Ben was helping him get home but he couldn't find himself to speak, in fact he was puzzled by the missing girls, _Without a trace? How is that physically possible? Something must have been left!_ his thought was cut off when he and Tsukune both heard a voice in the distance, "Thank you for waiting Sensei!" Tsukune hid behind a tree and Ben climbed into it to see the girl talking with a familiar teacher, _Oh, that's the art teacher. Ms...Ms... ISHIGAMI!_ Ben snapped his fingers when he figured it out.

"Glad you could make it Moka," Ishigami complimented, "God, you're so pretty. Makes me a little jealous. I mean, just looking at you makes me want to create art."

 _Bit of red flags here, I'm getting a Buffalo Bill vibe with this one._ " _Put the lotion in the basket!_ " Ben mocked with a Buffalo Bill like voice, though he sounded more like a deep voiced Chris from Family Guy.

The teacher gave a chuckle, "But nothing I make will ever be as beautiful as you!" she complimented.

"I'm really looking forward to modeling this week!" Moka said while bowing. The two walked off and Tsukune was left to his thoughts.

Or so he thought...

"Wow! And for a whole week too!" Ben said nearly scaring Tsukune half to death. Looking up Tsukune noticed Ben not holding on to anything on the tree. He was just stuck there, like a spider.

oOoOoOoOoOoOo

The next day in art Tsukune and Ben decided to be on intense look out for anything suspicious. _Yeah, just act like everything is normal and find evidence if any. She is a suspect._ Ben thought to himself as he took a picture of every girl that Ms. Ishigami hung around with, well that plan is moot because apparently she's the most popular teacher with the female demographic. Ben noticed that a girl had skipped gym to talk to the teacher at the window, and the two were talking for quite awhile too. Ben focused in on their conversation with his advanced hearing and heard some details that may come in handy, "...Oh yeah, I'd totally be down for modeling for you tonight." the girls said Ben took a picture of her and the teacher just in case.

From his side he saw Tsukune snooping into Moka's things, carefully sliding over to the boy's side Ben was able to look over his shoulder to see what Tsukune was looking at. And Tsukune's face said it all, hell Ben's face said it all. Both looked at each other and were in complete disbelief Ben took a picture of the art book for potential evidence, _Making teens model nude is illegal, I'm like 99% sure on this one._ Ben thought.

oOoOoOoOoOoOo

 **Tsukune**

oOoOoOoOoOoOo

After class Tsukune tried his best to get Moka's attention, _She just seems to be avoiding me lately._ "Moka! Will you listen to me!" Tsukune yelled out again finally garnering his friend's attention.

"Ok...what's up?" she asked and Tsukune saw how cute she looked today.

 _Come on Tsukune, you can do it! Moka, spend my birthday with me!_ "I...you see...um..."

Ben saw how things were going along and whispered in Tsukune's ear, "Get her alone with you."

Tsukune, instinctively grabbed Moka's hand and began to pull her, "Come on, let's get outta here!" Tsukune rounded the corner and collided with Kurumu who landed with a thud and gave all those in the vicinity a nice upskirt.

Ben slapped his head in shame, " _God, I would inherit Parker Luck wouldn't I?_ " he said in english. Tsukune didn't understand it, but perhaps it's best he didn't.

"Oh Tsukune!" Kurumu called out before forcibly holding the teen between her breasts, "Destiny has thrown us together again!"

"Destiny is gay! Yeah bite me Bungie." Ben called out to no one in particular.

"I'm sorry Tsukune, but I'm in a hurry!" Moka stomped off with and angry expression on her face.

 _And so it began, the quest for me to ask out Moka. But everytime I try, something comes between us, like Yukari- literally, Gin chasing her away, or Kurumu. And every time Ben would give me good advice, and then I'd some how screw it up._ Tsukune took a deep sigh, _And Ben...something is wrong, I can see it in him. Before he would smile, but now? Now I see a smile but if you catch him at the right angle I can almost swear it's forced._

Tsukune currently stood outside the art building with a face of determination, "Alright, day before my birthday, today is the day I ask her out!" he declared with a clenched fist. He approached the building and flung open the door, "Moka I want you to-" upon opening the door he found nobody in the room just an open window and wind blowing, "-guess I'll be asking the room." Tsukune heard some crying, more like sobbing really and thought he'd check it out. He walked over to a locker where, once opened, he saw a sculpture of a nude girl with tears streaming down her face, _What the-_

"What do you think you're doing with my art?" a mysterious voice called out in an intimidating matter prompting Tsukune to scream like a little girl. Turning around Tsukune saw Ms. Ishigami. She stared at Tsukune before closing the locker door, "Oh, Tsukune right?" she asked with a sudden smile, "You must be here to walk Moka back to her dorm, after all I'm sure that's the only way you two can talk now with the modeling she's been doing."

Tsukune was dumbfounded, "H-How did you know that?" he asked. ( **Quick A/N: Sorry to interupt, but in the manga Tsukune asks Ishigami how she knew Tsukune hasn't been able to talk to Moka much because of her modeling and I felt it was obvious. Like, she's the one who asked Moka to model, and surely Moka said something about it, but anyways.** )

Ishigami had a surprised face, "Isn't it obvious?"

"Tsukune?" an all to familiar voice called out. Tsukune turned around to see Moka standing in the doorway, "What are you doing here? Get out!"

"Wait Moka, what are you doing? What type of modeling is this?" Tsukune asked as Moka tried to push him out.

"It doesn't matter, it-it's none of your buisness just leave!" that was his breaking point.

"Oh, I see how it is." Moka was confused, "You don't care about me! I'm nothing more than your food! I'm not your friend, I'm a tool!" Tsukune runs off in pain and anger to the club, hopefully there someone will care.

oOoOoOoOoOoOoOo

 **Ben Reilly**

oOoOoOoOoOoOoOo

Ben and the rest of the club, minus Moka, had been waiting for Tsukune to arrive before Gin gave the news, _A potential breakthrough, he called it. Well it better point us in the right direction._ he thought. _I also need to stay awake._ Ben began inhaling an energy drink to keep him awake, this was his fifth one. Tsukune walked in and slowly closed the door. "Bout time you got here," Tsukune looked up to see Gin frowning, "You're late, we have news. Another girl went missing." Ben spit his drink when he saw the picture. _That girl!_

"You idiot!" Gin looked at Ben, "You waited for Tsukune to show us that? Dammit I have a lead!"

"I do too, let's go!" Tsukune called out leaving Ben somewhat speachless, but he followed him out the door regardless. Everyone else stayed behind not sure what to do.

"Okay, what was your lead?" Ben asked Tsukune.

"That girl is the same girl that skipped gym to talk to Ishigami a few days ago," _Oh, he was paying attention._ "I saw a statue that looked just like her in the art room!" Ben gave a thought and he came to a conclusion.

"Oh my god."

"What is it?" Tsukune asked the two of them still dashing to the art room.

"I think I know what monster she is," the two are inches away from the door before Ben punches through it like he was Chris Redfield punching a boulder, "She's-" the two stopped as they saw Moka ensnared in a tangle of snake creatures that connected to the teachers head, "a Medusa...Oh, fuckberries."

oOoOoOoOoOoOoOo

 **Moka**

oOoOoOoOoOoOoOo

Tsukune had just left Moka to Ms. Ishigami and Moka went after him just to be stopped by the teacher, "M-Ms. Ishigami, what are you doing?"

"I'm sorry Moka, but I can't let you go..." Ishigami's face darkens and she begins to change from her original self to...something else, something dangerous.

Moka began backing away trying to get as much distance between herself and the art teacher as she could, "S-Sensei what's going on? Your hair is begining to move like snakes."

Ishigami began slowly walking towards Moka, her hair getting longer with each stride, "Sadly...Tsukune saw something he shouldn't have. So now our time together...MUST END!" suddenly her hair began lashing out and even grew teeth and looked just like snakes. Her hair lashed out and one attached itself to one of Moka's arm, the rest of her hair knocked Moka into another room. _What the_ _hell_ Moka thought.

"Where am I?" Moka had some blurred vision from what she assumed was plaster. When her vision returned she saw seven stone statues of nude teenagers and as she looked closer sge realized that they all resembled the girls missing. But what freaked her out the most was the tears streaming down their cheeks. "What are these?" she clenched her arm in pain and as she looked down she saw her arm was beginning to turn to stone, _No!_ "My hand is turning to stone!"

"Such is a Medusa." Ishigami said, "Any living thing bitten by my snakes turns to stone. Just like these girls...My...Works of art." she gave a sinister smile, "Now, the most beautiful girl of all...joins my collection!" her transformation is complete and Moka realises she doesn't stand a chance.

"No..." is all Moka can get out before the snake hair lunges at her. She was done for.

"NO!!!" out came Tsukune to stop the snake hairs in their tracks.

"Tsukune?!!" Moka called out in surprise.

"Like hell if you think you're gonna turn Moka into stone!"

"Get out of my way loser!" Ishigami called out, "I don't mind taking you too, but I'll just end up destroying you and that's such a waste."

"Tsukune, you have to get out of here!" Moka pleaded once more.

"No! I'm not losing you Moka, I don't care if you don't need me, but I still need you!" Tsukune was suddenly bitten by dozens of snake hairs.

"No Tsukune!!!" Moka cried out.

"Idiot! I told you to wait!" Ben called from the ceiling.

Ishigami turned to Ben clad in his Scarlet Spider outfit, "Fool, look how the mighty hero falls!" she taunted as Tsukune turned to stone, "I've already won!" she lashed a hair at Ben but he caught it with his hand before it bit him, "What!?"

"Guess you're wrong, I still stand a fighting chance." Ben ripped the hair from Ishigami's head and she screamed in immense pain, "I'm not gonna die by your hands, and uh...she has a **_stone_** to pick with you." he chuckled as he pointed to Moka now in her 'Inner' form.

"So..." she started, "I guess this means we are allys?" Ben gave a thumbs up before leaping to the ground, "fine, just stay out of my way." she said bitterly before getting into a fighting stance.

"I was thinking the same thing." Ben turned back towards Ishigami, "You know, I don't need to get bit by your snake hairs to turn to stone, just leave me in the same room with this Moka for a little bit it will happen eventually." Ben joked causing Ishigami and Moka to growl in annoyance, "Man, I look at Tsukune and all I can think is 'same'."

"Is there a point to all of this?" Ishigami asked already gritting her teeth.

"I agree, I'm turning to stone over here!" Moka yelled out.

"Yeah, it was a distraction." Ben jumped back to the ceiling and webbed it before jumping down and hitting Ishigami multiple times webbing her with multiple strands against multiple surfaces all while dodging her snake hairs like a pro. It wasn't long before the teacher's hair was caught in a sticky situation as well.

"What is this?" Ishigami asked.

"My brother and I call it 'Maximum Spider'." Ben gave a chuckle before pointing to Moka cracking her knuckles.

"Learn your place." she sent a strong kick and one shotted the teacher. And with her defeat her prisoners were freed...somehow. Moka looked at Ben who had removed his mask, "So, you can use webs." Ben smiled in return.

"He's a pretty cool guy right? To save you like that." Ben mentioned.

"Yeah...Did you tell him to do this?"

"Nah, that was his own _dumbassness_ , and yes that is now a word." Ben looked Moka up and down, "You know, you are pretty hot. It's too bad you're off limits huh?" Moka only gave a glare.

"Hmph, you have some pretty big brass ones if you think that you could even attempt to get with me." Ben gave a chuckle causing Moka to frown, "What's funny?"

"You are, it's kinda nice." Ben gave a thumbs up as he walked away, " _Excelsior_." he said as he walked away.

oOoOoOoOoOoOo

Tsukune woke up from what felt like forever, "What? Where am I?"

"Tsukune! You're awake!" Moka, now back ti her usual self cheered.

"Moka? How, I thought I turned to stone."

"It was the other me and Ben! They defeated Ms. Ishigami all crazy like." she started making karate chop motions to emphasize her point. Tsukune chuckled at her innocence, "Oh, Tsukune look!" Moka moved by a piece of cloth and removed it, "Ta-Da!"

"I-Is that-" Tsukune was dumbfounded. In front of him was a drawing of him, and a very good one at that.

"It's a present, the theme was 'What Matters Most To You' so I chose you." Tsukune's face was of complete bewilderment, "Happy birthday Tsukune!" Moka smiled with great joy.

Tsukune moved close to Moka, "Moka I-I"

"Tsukune you're awake!" Kurumu yelled as she burst into the room with the others, "Moka told us it was your birthday so we came to celebrate! I got you a year supply of cookies!"

"And I got you a voodoo doll!" Yukari yelled out.

"We didn't interrupt a moment did we?" Gin asked with a chuckle.

Tsukune chuckled too, "No." suddenly Tsukune had a thought, "Hey, where's Ben?" he asked with concern.

Moka got a sad expression, "He wouldn't answer his door, I think he's trying to rest." _At least I hope._ Moka thought.

oOoOoOoOoOoOoOo

 **Ben Reilly**

oOoOoOoOoOoOoOo

In his dorm Ben Reilly sat off in the corner wide awake with many bags beneath his eyes. There was shattered glass from a small mirror near his bed on the ground near him. His hand was bloody and had shattered glass in his palm. He repeatedly kept hitting the back of his head against the wall, sobbing, repeating the same words, "Stay awake...Stay awake...Stay awake...Stay awake..."

 **A/N: I act out things before I write them down and I almost cried writing the last scene.**

 **Review, favorite, follow, send me a PM.**


	3. Deadline

**Deadline**

Ben sat in his room, eyes bloodshot from staring at the ceiling all night. _I can't go much longer like this. If I do...I might go insane._

 **Designed to kill.**

" _Shut up!_ " Ben yelled.

 **Fulfill your pupose!**

" _Leave me alone!_ " Ben crushed the glass in his hands more to make sure he wasn't dreaming. He looked at his hand to see it was slashed, deep cut after deep cut, he had to pull the glass out so he didn't get and infection. _It's fine, it's all in my head it's all in my-_

 **Why do you resist?**

" _Will you please SHUT THE FUCK UP!!!_ _Just leave me alone!_ " _Great, now I'm screaming at the ceiling._ Walking to his bathroom Ben began to wash his face hopefully to calm himself down. When he looked up to the mirror instead of his reflection he saw Kaine.

"Why don't you accept your fate?" he asked.

"I'm different, I'm not like you."

"Why? Because you changed your name? Because you tried assisting 'him'? Face it, in the end, you are nothing more than a synthetic product, a clone and you are just like me." the multitude of clones that were destroyed by Ben, Kaine and Peter appeared behind the vision of Kaine, " **You are just like...all of us!** " they all said in unison.

"SHUT UP!!" angry Ben sent his fist through the mirror shattering it to multiple pieces, the visions were gone, but he could still hear them. Laughing. He rubbed his bloody hands together as he rolled up into the corner and cried. "Not like you...Not like you..."

oOoOoOoOoOoOoOo

 **Tsukune Aono**

oOoOoOoOoOoOoOo

Tsukune sighed as he looked out the window of the club room. Ben hadn't shown up all day and it made Tsukune a little worried. When he went by to pick him up in the morning there was just a note that said 'Not feeling well.' _And that was just cryptic as hell, is he sick, did something happen?_ Tsukune sighed trying to get the thought out of his head that something terrible was going on. Looking outside still Tsukune began to take notice of all the clouds in the sky and how it was as if Yokai acadamy was always overcasted. _Aren't there any other seasons here? Are we going to have to wear winter uniforms all year?!_ he thought. _I mean, I get it, really I do. It's a secret school behind a magical barrier not to be seen b_ _y humans...actually this place is kinda like Hogwarts now that I think about it._ Tsukune gave a chuckle, _Man I guess Ben was right._ "...Tsukune? You seem so far away." Tsukune turned his head towards Moka with a nervous, yet cute, expression, "Only two days 'till the paper prints! C'mon we gotta keep working! It's bad enough Ben isn't even here." she said with a pouty face.

Tsukune had a bit of a ghost face, "Oh yeah...sorry, lost track of reality for a minute. Hehehe..."

Moka gave a light giggle, "It must be hard, I mean, yesterday was your birthday, and today we're on a tight deadline." with that Tsukune had a new face of determination, _Okay, gotta concentrate. We've gotta get the story about our Medusa art teacher in print. Speed is the lifeblood of the newspaper! Or...something like that_ Tsukune began pasting paragraphs to paper so they could print, while Yukari would scan and edit, Moka got pictures on the paper and Kurumu helped Tsukune with other pages. Normaly Ben would help both Moka and Tsukune, but, as said, he called in sick. _My birthday self-pity feels like from another lifetime! I'm a journalist now, and my wheels are turning full speed! Even if they stop every once in a while to wonder if Ben is alright._

Kurumu stretched out her arms and popped her back in the process, "RRRRG! This is killing me, being cooped up all weekend. And it's burning in here! Can't we turn down the heat?"

"Take of your sweater...that's a good start." everyone turned around and were surprised, and a bit relieved, to see Ben. Albeit drowsy and his hands covered in bandages.

"What happened to you?" Moka asked, "Your hands...they're all bandaged up!"

Ben rubbed his hands, "Yeah I...fell...and crushed a glass in the process. Had shards stuck in all sorts of places, it'll be fine." Tsukune wasn't entirely sure if what Ben said was true, but he decided to go with it... for now. Ben sat down and stretched a bit before getting to work helping Tsukune and Moka. Only five minutes in Ben started unbuttoning his blazer, "Kurumu is right though, it's a little toasty in here."

Yukari let out a light chuckle, "Honestly though, I feel like a manga artist cooped up in a dark room with a major deadline. You know, just without the assistants." Ben and Tsukune looked at each other as both of them caught what was wrong with that sentence.

"Uhh Yukari?" Tsukune started.

"You realize that is almost exactly what's going on." Ben started, "We are cooped in a hot, dark room with an upcoming deadline."

"And you do have assistants, much like a manga artist." Tsukune continued, "I think the heat is getting to you because your sentence was just factually untrue." Yukari blinked a few times before realization hit her and she began to pull her hair out.

"AGH! How could I make a stupid mistake like that!" the others chuckled at the girl's expense.

"I'm sure it's just the stress Yukari, don't let it get to you." Moka said with a reassuring smile.

"Oh will you all quit bitching!" Gin said from the table, "Being a journalist is about dealing with harsh conditions and sometimes doing things you don't want to do on short notice."

"Like a pornstar." Ben joked staring at Gin, "So what are you into? Submissive stuff?"

"Intrusion." Yukari said which caused Ben to chuckle, "He learns new photography techniques from those sorts of things." Ben now in a furious snicker finally finished a page.

Tsukune gave a chuckle as well. Trying to go back to work Tsukune was stopped when he felt a tug at his blazer, the one doing the tugging was Kurumu, or as Ben called her 'Boobs Mckenzie'. "Well as long as I have Tsukune with me, I'm okay with anything."

"I'm okay with anything? What is that, the 'Succubus Code of Conduct.'" Ben joked causing everyone in the room to laugh at the sick burn. Kurumu stuck her tongue out in annoyance, "Don't mess with me, my brother faught one of your kind before and he gave me some decent advice."

"Oh sure, like you could handle a Succubus."

Ben scoffed, "I'll beat your ass blindfolded!" Ben held up his fist with a cocky grin plastered along his face. _Well I guess he's feeling_ better Tsukune thought.

"Kurumu, I think you should calm down." Moka suggested with a nervous expression.

"Ohhh, calm down should I?" Kurumu asked, defence in her voice.

"Yeah." both girls were in each other's face and Tsukune swore he could feel the heat in the room rise more.

"Oh, time for a cat fight. Ready. Set..." Yukari started and Ben was ready to say go, but Kurumu threw off that idea when she suddenly grabbed Tsukune by his waist and pulled him towards her.

"I know...you thought you could sneak something passed me on Tsukune's birthday," Kurumu said pointing at Moka accusingly.

"Eh?"

"I'm not that dumb!" Kurumu said wagging her finger, "I'll never let you have him!" she said rubbing her chest against Tsukune's chest causing him to blush profusely. She then stuck her tongue out at Moka for good measure.

Unbeknownst to the crew there was a stalker type watching the whole event unfold. He laughed quietly to himself as he took picture after picture of Moka and Kurumu _. Especially_ Kurumu. "...Ah, there she is. My love. My Kurumu!" he gave a lovey dovey sigh, "I can't stand watching her from so far away!" he stopped taking pictures and began climbing down the tree, ready to put his plan in motion, "Soon...soon..."

oOoOoOoOoOoOoOo

 **Ben Reilly**

oOoOoOoOoOoOoOo

Back with the gang, Ben and the others were hard at work. Ben seemed completely determined on getting things done moving at the fastest pace and with the best precision. Suddenly the door opens nearly startling the students minus Ben who kept working diligently.

As the students turn to see who could be entering the room it was none other than Shizune Nekonome, the homeroom teacher to all the students, but Yukari as she was in a different one and Gin who was a year older. "Everyone hard at work?" she asked to which the others nodded and Ben grunted, "I brought munchies~" she said in a sing song voice.

"Uh, Ms. Nekonome?" Gin started.

"So, how goes the progress," Nekonome asked as she turned to see all the teens with tired face working extremely hard, "I guess I don't have to really ask, huh?"

Moka looked up and got a breath of fresh air ad she wiped her forhead, "Lots of pages this issue!" she mentioned with a forced smile.

"Well have a snack childeren, it'll lift your spirits." Nekonome said with a smile.

Ben kept working and Tsukune heard Ben's stomach rumble, _Quiet stomach! We can eat when we get back to the dorm._ "...Ben." Tsukune said trying to get Ben's attention, "Ben, Nekonome."

"Hm? Oh yeah, she's cute dude. I say go for it." all of the students stare at their American member.

"Ben...she brought snacks..." Tsukune said with a loud groan that caused Ben to look up from his work.

"...Oh..."

"Yeah..."

Yukari snickered, "Ben has a Neko fetish." she said just loud enough for the group to hear prompting them all to laugh.

Ben held his head in shame, " _Jesus, kill me now._ " he said in english. The group continued to laugh as Ben worked even harder so he could leave, and the whole time his face was flush with embarrassment.

"Oh, Kurumu this is for you." Ms. Nekonome handed Kurumu a letter.

"An envolope?" Kurumu took the message addressed to her and went to the other side of the room to read it in private. Ben kept an eye on her as her movements became frantic and she suddenly shoved something into the tool box, _I wonder if she has got into trouble for something._ Ben thought. "Uh, hahaha, I know this is a bad time guys, buuuut..." Kurumu started shuffling her feet as she slowly made her way to the door, "Igottadosomething, BYE!" with that she dashed out of the room like a bat out of hell. Ben looked up and began to snicker holding back his laughter, _Bat out of hell. Christ._ he began to lose control of himself, _Because she has bat wings_ He lost it and began to laugh repeatedly.

"You okay?" Tsukune asked. Ben gave a thumbs up as a response while going back to his work.

oOoOoOoOoOoOoOo

 **Kurumu**

oOoOoOoOoOoOoOo

 _I can't believe I'm being blackmailed!_ Kurumu thought, _This Nagare person...He had all of those pictures. The name sounds familiar, but I can't think of the face._ Kurumu was walking to the meeting spot that this Nagare person designated for her, _The monster tree, very fitting name for a school like this._ Upon reaching the tree Kurumu checked her surroundings and couldn't find anyone nearby, _C'mon, where is this guy?_

"Are you looking for someone?" a voice in the tree asked, Kurumu looked up and saw a boy with a camera.

"H-Hello, I'm-"

"I know why you're here. I've been waiting for you. I'm so pleased you found my letter, I've been up here an awfully long time." the boy said with a smile across his face.

"W-Who are you? And how did you get these pictures of me?!" Reaching into her pocket...because apparently those skirts have pockets, Kurumu noticed something missing, _Oh no! I was in such a hurry I left them in the tool box!_

The boy jumped down and began panting as if he had been running a mi- 1600. "Cute shots weren't they? They are some of my personal favorites." _That still doesn't answer my question creep...actually maybe it does._ _And why is this guy so sweaty? And EW! Sticky!_

"I'm Nagare Kano. Don't you remeber me?" Kurumu had an idea now. That day she remembered like it was yesterday, this was before Ben, before she went after Tsukune, when she still had a personal vendetta against Moka... _It was from the first few days of school._

 **"Kurumu, you're so beautiful. May I take your picture?" Nagare had asked her. Kurumu beemed with a great light.**

 **"Really you think so?" she gained a happy expression, "The best looking girl at the school? Even better than Moka Akashiya?"**

 **Nagare trembled a bit before he responded, "W-Well, you have WAY bigger boobs than her."**

 **Kurumu gave a seductive wink, "If you take nice pictures of me, I'll go on a date with you."**

 **"Wow really?"**

 _Yeah, I remember it clearly now._

"I've been waiting ever since...Seems like forever." Nagare said bringing Kurumu away from her thoughts, "Now...you are going to keep your promise Kurumu! If you don't those pictures and many others will spread around the school." _WHAT!!!_

oOoOoOoOoOoOoOo

Back at the club the others worked on the paper still, Ben was taking a quick break after pulling double time for the lack of Kurumu. Moka looked at the clock it was almost three-thirty, "...Kurumu hasn't come back yet."

"Deadline ditchers are the scum of the earth." Yukari said with a happy expression as she typed away at her laptop.

"No, freaks who dress up in yellow quilts and try to hit you with shockwave gauntlets, those are the scum of the earth...and goblins." Ben mentioned.

"Not a fan of goblins Ben?" Gin asked with an amused smile.

"No, because every time I see a goblin they try to kill me, I got stabbed last time. And don't get me started with the pumpkin bombs!" everyone stopped and gave him a weird look.

"I take it goblins in America are a different breed then the ones at this school." Moka mentioned.

"Yeah, well if you guys have problems with a goblin, you let me know." Ben pointed his thumb at himself, "I'm like Richter Bellmont when it comes to fighting those things."

Tsukune gave a light chuckle, "Ha, Castlevania." he said under his breath. Tsukune looked up to see that Moka still had a sad expression on her face, "What's wrong Moka?"

Moka sighed, "It's just...how commited do you think Kurumu is to the club, really?"

"Huh?" Tsukune asked and the others also shared a similar face of confusion, Ben didn't seem to care much his head was in the clouds somewhere else, he still listened to what his classmate was saying though.

"I mean, she only joined because she's after Tsukune right?" Moka's hand trembled as she tried to write something, "I-I don't think she considers us friends, otherwise why would she just take off like that?"

"That's fair," Ben mentioned, "I don't really consider her a friend either, but she makes for a useful ally, so as long as she doesn't hurt me, I won't hurt her."

"You don't consider her a friend?" Yukari asked.

Ben turned his head towards the young witch, his hand holding up his head as if he was bored, "No. I don't really consider you a friend either. Sure I can relate to you, doesn't mean we're friends." Ben lifted his head up and stretched, "Only way for me to survive my next twenty years of life is to look out for numero uno, _I.E._ me." he pointed at himself.

"But friends help you when you need it! Like when Tsukune saved me, or you and Tsukune saved Moka!" Yukari insisted.

"I didn't do it because they're my friends, I did it because it was the right thing to do." Ben said sternly, "Friends are a nuisance that bring nothing but complications, pain and guilt. On top of that they always get you into danger. Don't believe me? Look at my brother, he's a prime example." everyone was surprised and distraught at what Ben had told them. They quietly stopped talking and went back to work.

"Oh, I thought they were getting along great too." Nekonome said under her breath.

oOoOoOoOoOoOoOoOo

Back to the meat of this chapter. Kurumu came out of the nearest girls locker room and was wearing a typical gym outfit, though the shorts were definitely two sizes too small. "What is this?" Kurumu asked nervously before giving a forced smile, "Why do I have to wear gym clothes on our date? (And ones from a different school at that.)"

Nagare could barely hold his excitement and Kurumu flinched in disgust when she saw...well she something she really didn't want to see. Nagare was wheezing and panting like crazy, "I believe this is called, Pin-Up photography."

Kurumu's eyes widened at hearing what Nagare was insinuating, "AGH, NO! I never agreed to this, put that camera away!" she screamed out in embarrassment, disgust, and fear.

"Tsk, tsk," Nagare wagged his finger before shaking his camera, "you better be careful what you say." Nagare wiped some sweat from his forehead, "I have a special talent that let's me learn all a girl's secrets. And you have a lot of secrets Kurumu." he gave a sinister sounding laugh. Kurumu was confused, so Nagare walked up to her and put his mouth near her ear, "I know things like..." he whispered off a list of things that Kurumu did in private, things she never told anybody.

Eyes full of disgust and fear Kurumu said the only thing that came to mind, "You...fucking pervert!" Kurumu had no choice. She had to submit.

"Maybe I should tell those things to your precious Tsukune, or perhaps even that...Ben, was it?"

Kurumu's eyes widened so much she looked like an anime character, "One time, it was one time!" Nagare only laughed, "Please, d-don't tell Tsukune, or Ben, or...any of them! Just please!"

"Then put this on!" Nagare pulled out a dress for Kurumu to wear that was fairly modest, aside from the massive amounts of cleavage it would show. Another thing, it was scarlet red, _God I hate red._ Kurumu thought, trying to make light of her situation.

Kurumu went back to the locker room with the outfit in her hands, _This guy is getting out of hand...Maybe...Maybe I can use my succubus magic to make him- No!_ she threw the gym clothes off in anger, _I can't do that. Ever since I met Tsukune, I just can't bring myself to do evil deeds anymore._ she wanted to think of a plan to get out of this situation, but she couldn't without doing terrible things. She went back to the tree and Nagare began his photoshoot while she sat there helpless with a very helpless look on her face, _Great, while I'm here playing damsel in this dress, the others are in a terrible time crunch._ ( **A/N: Yes she said Damsel in this dress, if you don't get it that's okay I'll explain it...She's dumb.** ) After twelve different outfits, Kurumu was finally done and free to return to her friends. She walked back to the class tired and full of shame. A lot of time has passed, quite a few hours actually, _I hope I'm not to late._

Kurumu slowly opened the door, _I wonder if they are still working?_ "Hey, she's back." Ben said alerting the others to Kurumu's presence. They all had strange faces and began approaching her, _Oh no! They're pissed, I know they're pissed! They hate me! They're gonna...gonna...Yell at me!_ "Yo, Boobs Mckenzie, we're calling it a day. Go back to your dorm, get some rest." all of the students left leaving Kurumu to herself. _I...was to late._ she stayed in the room for awhile to look at the progress that was made. She sat down and went over all the hard work they did while she was out "playing". _I used to be so conceited, using my succubus powers to enslave men. And even though I was pampered like a princess...I never made any REAL friends. Now I know better...and my karma is coming back to bite me in the ass._

Kurumu opened her tear filled eyes, "I have to apologize to them." she told herself with conviction.

"Hehehe, what's wrong Kurumu?" Kurumu turned around in surprise to find Nagare standing in the doorway, panting as usual, "Today was fun wasn't it? Let's do it again tomorrow." he said with a creepy smile.

"Nagare? What are you doing here? And what do you mean again? I told you one date, I don't owe you anymore!"

"Tsk, poor Kurumu. You wouldn't want your beloved Tsukune seeing those pictures we took today. Would you?" Nagare threatened while wagging his finger.

"But...you said no one would see those!" Kurumu yelled.

"And they won't as long as you do what I say!" he showed a creepy toothy smile, "You're mine now...and NO ONE can have you!"

Tears streaming down her eyes Kurumu dashed out of the classroom, "Please, just stop following me around!" Nagare looked at the table Kurumu was at and saw the layout of the paper.

"What's this? A paper all layed out for the taking? Perfect."

Kurumu ran down the hall and passed Ben who was getting an energy drink from the vending machine.

" _What the hell?_ " Ben asked himself. He looked back to see where she came from and went to the class room, he thought he heard something, but when he went to check if anyone was in there he didn't see a thing, not even the paper. " _Did- Did we put it away?_ " he thought for a minute, " _Well, Kurumu was the last person in here, she probably put it away for safe keeping, good job._ " Ben left the classroom, not noticing the slightly opened window that had slime an the sill.

oOoOoOoOoOoOoOo

The next day the group was surprised that everything they worked for, was gone. Barely a trace. "The layout, it's all gone!" Moka yelled out.

"WHAT!?!" Tsukune and Yukari added, the only ones with poker faces were Ben and Kurumu.

Gin rushed up to Moka, "How? Did someone steal it?"

"What are we gonna do?" Moka complained, "We don't have time to start over!"

Yukari screamed now, catching everyones attention, "All my data has been erased!" she tapped a few keys with a disgusted look on her face, "And my back up file is gone too, and someone opened my diary!" Yukari looked as if she was going to faint, "And worse yet, the keys are all sticky with some sort of slime."

"Did you let Gin borrow your laptop or something?" Ben said chuckling to himself only to receive a 'Not Now' look from everyone, "Right, time and place, sorry." Kurumu's face was blank, _It was him...he was here last night, he must have taken it. In order for me to do his bidding._

Gin slammed his hands against the table in anger, "Damn it! We don't have a choice, we don't have time to go after whomever took the draft. We'll just have to start over, we'll cut the page count down. Just get it done!" everyone had an upset face and Yukari looked as if she was gonna cry.

"I-I have to go..." Kurumu said throwing everyone off gaurd.

"Kurumu!!" they all yelled except Ben who was trying to figure out who would've stole their paper.

Moka approached Kurumu with sad eyes, "What is wrong with you? Don't you care about anyone other than yourself?" Kurumu turned her head so the others couldn't see her cry, _I-I can't tell them the truth, there's no telling what they might do._

"...I have to go." Kurumu left the classroom with Moka yelling behind her.

"I'm really dissapointed in you! I thought you changing was sincere! Well, we don't need you here then!" Moka turned to see Ben looking at her with a blank face, "What? If you're going to say it then say it." silence, "Maybe you were right."

"...That was a little harsh." Ben responded making Moka growl in anger, not at him but at herself.

Kurumu walked all the way to the Monster Tree where she had met with Nagare the day before, "I knew you'd come Kurumu." Kurumu didn't say anything as Nagare looked down to her with the paper in his hands. "Looking for this?" he began flipping through it laughing as he did so, "What boring paper. The writing is amateurish at best and even I could do better illustrations than this." Kurumu just looked at him with a serious, angry expression, "The only thing it's really good for is lighting a fire." Nagare pulled out a Zippo lighter and was about to light the paper when Kurumu spoke up.

"Go ahead, burn it." Nagare was surprised by this sudden outburst, "Destroy the most important thing to the people I love. Go ahead, find another way to piss me off."

Nagare gained an angry expression before smiling. "Planning to defy me, eh?" from his neck sprouted two tendrils of sorts, "I don't have to take this. I'm a monster too ya'know. Time to play my trump card."

oOoOoOoOoOoOoOo

 **Ben Reilly**

oOoOoOoOoOoOoOo

Back at the classroom in the middle of doing work, Tsukune suddenly gets up, "I'm going to look for Kurumu."

"What?" Moka asked, "Tsukune you can't! It's bad enough that we are already down one member, but we can't lose another!"

Tsukune got up and began to walk towards the door, "I'm sorry Moka."

Suddenly there was a gasp by Yukari, "This is terrible!" she called out.

"What is it Yukari?" Moka asked.

"Look!" she held out the letter that Nagare had sent to Kurumu, "This guy was blackmailing Kurumu!" Moka read the letter not even looking at the pictures.

"Oh my god...we have to go help her!" Yukari and Tsukune nodded and left with Moka to the Monster Tree hoping to find Kurumu there.

Ben stayed behind and looked at the pictures that were left behind, and was completely shocked at what he saw. Inside he felt something tell him how terrible this was and he responded with a face of anger. He didn't know why, but he didn't like how someone could treat Kurumu this way, and he planned to stop it. _Okay Nagare you bastard, I hope you're ready to feel pain!_ with that thought Ben left to meet the others, he didn't even bother to change into his costume. _Designed to kill. Maybe the voices are right. Because I'm going to fucking bury this guy!_

oOoOoOoOoOoOoOo

Kurumu was shoved back by an elongated arm from Nagare against a shed that was by the tree, "Where's that fiery spirit?" he taunted, "So docile, like a doll."

Kurumu tried to fight back but found herself not being able to move her body, as if she had a large weight keeping her down, "What's going on? I-I can't move!" she looked at Nagare and noticed a gas coming from his tendrils that were around his neck. Desperately trying to retreat she fled inside the shack only for Nagare to be hot on her tail.

"Now you know the extent of my powers! Now you know you can never escape me!" Nagare laughed as he followed Kurumu to the shack, only to have the door slammed in his face.

Kurumu sat against the locked door, thinking she had escaped. "I can win this. I just have to wait for a counter attack then-"

"So cute thinking you can hide in the storage shed!" Kurumu looked down to see a slug like creature that was Nagare coming underneath the door. Terrified, Kurumu knew exactly whay she was dealing with now. A Slug Monster. "We're gonna take lots of sexy pictures today!" Kurumu still couldn't move, but she had to try. She had to try so she could get back that draft.

"Kurumu? Kurumu are you in there?" it was Moka, outside the door, trying to open it, but to no avail, "We found that blackmail letter, we understand now Kurumu!" Kurumu couldn't believe what she was hearing, even after they saw all those terrible things they still accepted her and wanted to help. "I'm sorry I jumped the gun," Moka continued, "I assumed you still hated me, assumed you only joined the club was because of Tsukune." Moka had light sobs in her words now, "...but we...we fell apart as soon as you left. That's why we're here to help you." at that moment Ben appeared behind Moka and Tsukune, with his blazer removed and his tie off.

"Move." he instructed and pushed Moka out of the way. Balling up a fist he was about to punch through the door when his Spider-Sense alerted him to danger having him jump away from the door immediately as it flew off it's hinges.

"My lucky day, Moka was the next one on my list!" Nagare said as he tried to reach for her only to get hit in the side by a web ball, "Hmm?" he turned his head in annoyance to see Ben with his sleeves ripped off and tied around his face to act as some sort of ventilation, _This isn't good, I've got maybe five minutes before that stuff hits me hard._ "Haha, you think that covering your mouth will stop the inevitable?"

" _Shut up._ " Ben said in english.

"What was that?"

"I said, shut...up..." Ben cracked his knuckles showing he was ready to fight this freak, "You know, I've come across murderers, freaks, monsters, clones, but nothing and I mean NOTHING compares to what you are." Ben was seething with anger ad he spoke, "Your kind that takes advantage of innocent girls, young girls who didn't do a damn thing! Monsters like you are dealt with by beings like the Ghost Rider or Blade, but by the time I'm through with you...You're going to wish you were fighting the Rider, because I'm going to FUCKING BURY YOU! There is a special place in Hell for you, AND I'M THE GATEKEEPER!" moving with intense speeds, speeds to the likes that Tsukune, Moka or her other hadn't seen before, Ben threw a massive punch to Nagare's gut.

"Hahahaha, all that talk and- UGH..." Ben backed up as Nagare let out monsterous amounts of vomit, "What did you do!" Ben didn't stop there, he quickly delivered a thirty-six hit combo to Nagare's face, with a force that would have killed a man, and Ben knew that, but this was a Slug Monster. They were a little more resilient, which ment that Ben could deliver more pain than usual. But in his anger Ben slipped up and let Nagare remove his make shift face mask and blow a full force of poisonous gas directly at his nostrils. Ben backed up and began coughing profusely thinking that this was where his story ended, foiled because he had too soft of a heart for someone he didn't even know. Ben took two more steps, stumbled, then collapsed leaving the others to gasp in shock. And to leave Kurumu, extremely pissed.

"You..." Nagare turned around, "You BASTARD!!!" in her anger the dormant magic of Kurumu crept out. To everyone around Kurumu it looked as if the Monster Tree had come to life.

"What? T-The tree? This can't be real, it must be a dream!" Nagare couldn't move all the talk he had about being in control, and even he was victim to his bodies natural response to something that is much scarier than himself.

 _Her rage,_ Moka's rosary spoke up, _It's unleashed her dormant succubus power!_ Moka was amazed as Kurumu, even though she was paralyzed only a few seconds ago, mustered up her strength to move her body, and slice Nagare with her claws, leaving him in a bloody mess. The tree went back to it's normal state, "The roots! They're vanishing?" Moka mentioned, _Merely an illusion created by Kurumu's succubus magic. If strong enough the illusion of a succubi can even kill their opponent. I...just never thought she would have so much power in her._

"I-I got it back!" Kurumu was kneeling on the ground holding the newspaper, "I got back what matters most." she clutched ths newspaper firmly in her arms when...

"Ugh..." Ben groaned.

"BEN!" Kurumu crawled over to make sure someone who practically gave their life for her was okay, "Ben are you alright? Please, say something!" Kurumu and the others practically had tears in their eyes thinking someone who they, even though he didn't, consider a friend was dead.

"...some...thing..."

"...What?" Kurumu looked up to see Ben taking sharp and quick breaths.

"You said...'say...something'...so I said...something." Ben gave a light smile as did the others when they saw he was alright, "Did we...kick his gross, slimy, pervy, butt?"

"See for yourself." Kurumu said as she helped lift Ben up to a standing position making him see the bloodied mess that was Nagare.

"Damn...will he be okay?"

"Didn't you say you were going to kill him earlier?" Tsukune asked.

"That's different, I wasn't thinking clearly." Ben replied with a shrug.

"What were you thinking?" Kurumu asked.

"Kick his ass, don't let him hurt Moka and Tsukune, definitely don't let him hurt you."

"Because it was the right thing to do?" Moka asked, referring to their conversation from earlier.

"No." Ben replied shocking almost everyone, "I did it because you guys," he looked around at the Newspaper Club and how kindly they had been treating him, "when I heard that Kurumu was in trouble I felt this pang in my chest, and my inner conscience kept telling me 'save her' and I think it's because you guys are...are...really good acquaintances." everyone seemed a little bummed at that statement, except for Kurumu.

"Hey, that sounds good enough for me!" Kurumu looked at the club members and gave a respectful bow of remorse, "Will you guys...let me back into the Newspaper Club?"

"Don't waste time with stupid questions!" Moka said, "If we don't hurry we won't make our deadline...and well, we'll have plenty more after this one." Kurumu was about to burst into tears with how happy she was.

"Come one guys, let's go!" Yukari cheered and began marching back to the classroom. That is, until Ben took his first step and fell flat on his face.

"Uh, guys," he said his voice muffled from the ground, "I can't move my legs." Gin and Tsukune picked up Ben and began carring him to the classroom.

"By the way," Kurumu started, "something has been bothering me."

"You mean beside the creepy slimy stalker that looks like he came from a Gak bottle?" Ben joked.

"What is it Kurumu?" Moka asked trying to keep the seriousness.

"Ben, you mentioned the Ghost Rider. Was your plan to scare him or something?" Kurumu asked with a questioning look.

"What do you mean?"

"Well, it's just...every monster knows that the Ghost Rider is just a story that parents tell their kids to get them to behave." Kurumu said getting approving nods from the others.

Ben looked at the club members and only laughed, "Whatever helps you sleep at night." the group of teens all laughed as they returned to their Newspaper domain to finish the issue.

oOoOoOoOoOoOoOoOo

That night, everyone in the club stayed behind to help finish the paper. They all even fell asleep in there. And Ben, Ben had the first sleep in months that wasn't plagued with terrible nightmares. I suppose that being with people that he cares for really helps him relax. On one of the desks Kurumu opened her eyes slightly to see the sleeping form of Ben Reilly in a chair on the other side of the room, "Ben...thank you." she then closed her eyes and returned to sleep.

 **A/N: Fuck! Finally! Sorry if this is a little later than you guys hoped, but I've been under a bit of stress recently. My car started to smoke as I was driving and I noticed that the engine was overheating. So, I took it to a mechanic and he said I blew a head gasket and that the car is pretty much caput. So I've been trying to get a new car and sell mine for parts somewhere I don't have any offers yet. But I do have a car lined up for me to grab so that's good. Anyways on to something good, did you guys play the FighterZ Beta?! It was awesome...I mean servers were absolute shit, but still...AWESOME! What did you guys think of it? Let me know. Also what do you guys think about BlazBlue coming with just 20 characters of a starting roster? I'm heartbroken really, I mean in the end it'll have 40 fighters, but you'd have to pay for two games just to get the full one. And for a game that wad hyping up the inclusion of RWBY why are there only two characters in the base game? Blake is DLC and they didn't even talk about Yang. Anyways, I'm droning on so, Follow, Favorite, PM for questions, Leave those sweet, sweet juicy reviews and recommend this story to someone, you know? Let it grow! Ok, see ya.**


	4. Wrath of The Spider-Woman

**Wrath of The Spider-Woman**

oOoOoOoOoOoOo

 **Tsukune**

oOoOoOoOoOoOo

It was Sunday, and Tsukune thought it best to call his family back in the human world. Thankfully after his encounter with those perverted monsters two months ago, the school installed some high tech payphones that could cross worlds and reach many places. _No long distance though, shame too, Ben said he wanted to call some people._ Tsukune thought. "Hi mom!" Tsukune greeted, "Hmm? The money? Yeah, I got it just like always. Thank you." Tsukune gave a huge smile that he only reserves for people he cares about deeply, those people being his mom, his cousin Kyoko, and Moka. "Really mom, I'm fine. No need to worry."

On the other side of the line is Tsukune's mother who is cooking dinner for herself and her husband. At Tsukune's remark she seemed uneasy, "Are you sure? Well...if you say so!" she responded with a happy smile. "Don't forget to wear a jacket." she was about to hang up when a thought popped into her head, "Oh! Would you like us to come see your school?" Tsukune's heart dropped as he imagined his parents visiting his school, _No! They can't visit here, the only normal one is Ben! And that's still a long shot!_ "Your father and I we could come visit over the break and-"

"NO! DON'T COME!" Tsukune shouted through the line startling his mom in the process, "I mean...Ahem, you and dad must be busy with everything and, uh, yeah...it's okay if you don't come." Tsukune rubbed the back of his head with a nervous smile on his face before returning to his calm demeanor. "But seriously, I'm good. I've made lots of friends here, one's even American!" Tsukune always felt proud saying he was friends with an American, it was interesting, he was able to get a different perspective on life through him. Also the fact that he had another guy to talk to made life easier too. "I'm even on the staff of the school newspaper with them, we hand out our first papers tomorrow." the rest was just small talk with his mom, "...Uh-huh...wow...No way!" he actually was surprised with that last bit, "Okay, I'll call you again. Uh-huh... I love you...Bye mom." Tsukune hung up the phone and took a deep breath.

"HEY TSUKUNE!"

"GAAAGHH!!!" Tsukune was so scared by the sudden outburst he thought his soul was going to leave his body. Turning around Tsukune was surprised to see Moka, but in a beautiful Sunday Dress that brought out her features. Tsukune had no words for how stunning she looked in a red dress with white lace trimming and a small white overcoat.

"Haha, did I scare you Tsukune?" Moka asked flipping her long pink hair behind her shoulder.

"Moka? What are you doing here?" Tsukune asked, wondering why Moka would be down by the student lounging area. It's basically just a study room and a cafeteria. Moka leaned forward a bit with a huge smile and inadvertently showed Tsukune a decent amount of cleavage.

"Well I came down to eat of course." she gave a warm smile, "Hm?" she looked up and so did Tsukune. What they saw was Ben, hanging upside down using some of his webbing. "My other says you're an intersting monster." Moka mentioned.

Ben looked up(down) and smiled, "Thanks! Let her know that she terrifies me." Ben flipped out of his webbing and fell down landing next to Tsukune and Moka with barely any noise. "Also that she's extremely beautiful, and I think I have a fear crush on her."

"O-Okay?" Moka responded slightly unsure of what she was told. "Are...you hungry?"

"Are you kidding?" Ben smiled as he wrapped his arms around Tsukune and Moka and began walking towards the cafeteria, "I haven't ate any real food in days!" smiling Tsukune followed Ben to the cafeteria, _I'm glad he's feeling better._ Tsukune thought.

In the cafeteria Moka and Tsukune continued their conversation, "So was that your mom on the line Tsukune?" she asked. Some guy turned around and whistled at Moka, before he was thrown into the garbage by Ben, and webbed there.

"Yeah." Tsukune replied to Moka.

"Must be nice to have a mom," Moka mentioned, "I'd like to visit your parents someday." saying this made Tsukune choke on his drink. Ben just heavily exhaled.

"Having parents must be nice." Ben said under his breath. Tsukune didn't seem to notice, but his mind was on a whole different plane of reality, _Moka...at my place? You've gotta be joking! Not that I'd mind, it's just, if I brought a gorgeous girl like her home...I-I think my mom would die due to shock!_

The silence was a long one as Moka thought that Tsukune was having negative thoughts, "Oh...that's right, since I'm not a human like you..."

"No! That's not it at all!" Moka exhaled in relief, "It's just that...things have been going great. It's kinda scary."

"I know what you mean," Ben mentioned as he sat down with a large tray of food, "I have inherited copious amount's of bad luck, the fact nothing bad has happened yet makes me think something big is going to happen." he stopped to take a few bites from some cheesy bread, "Don't need Spider-Sense to warn me about that." he said with his mouth full.

"Yeah," Tsukune nodded, _Guess Ben is worried about something too._ "Anyways, I'm at a school full of monsters! Why wouldn't I be scared."

"Wait...you're a human?" Ben asked causing Moka and Tsukune to freeze in fear realizing that Ben and the others didn't know their secret. _Oh no! What's gonna happen now!?_ Ben placed his fist in front of Tsukune's face, "Bump it bro."

"Wha-" Tsukune was so scared he wasn't sure how to react. Ben simply grabbed Tsukune's hand and balled it into a fist.

"Bump it bro." Tsukune did so and Ben went back to eating.

"You're...not...going to report us?" Moka asked in disbelief.

Ben took another bite of his food, "No, all my friends are human, or some variation. A mutant, a mutate and a couple of metas." the other two were speachless, _Meta humans? Like those Avenger guys? Or those people that arrived through some portal?_

"You're...friends with those scary humans?" Moka asked with fear covering her face.

Ben took a few drinks of his chocolate milk, "Well I should be. I am one after all."

"WHAT!?" the other two asked in unison, completely in disbelief, "No way!" Moka stated, "how'd you even get here? You should've been found out by now."

Ben took a look at Tsukune and smirked, "Yeah, top notch security they got roaming these halls."

After a few moments of shocked silence the other two went back to their conversation, "Well on a high note," Tsukune began, "I feel okay being here, because I made such great friends, first with you...then Kurumu, and Yukari, now Ben-" the two look at the secret meta who was blowing bubbles into his half glass of chocolate milk, amusing himself as he popped all the bubbles with a straw, "who...may be more of a child than Yukari." Moka stifled a giggle, "But, now I feel happy that I showed up on some fluke, and I feel that hopefully things will turn out okay."

Moka wasn't sure what to say, "Yeah...Everything will turn out fine, I'm positive."

Ben stopped what he was doing and re-joined the conversation, "Hey, we're handing out the papers tomorrow right?"

Moka clapped her hands together in excitement, "Yes! After all the hard work we put into it we can finally put it into print! Hopefully a lot of people will read it."

"Yeah," Tsukune looked at Moka and noticed something was different, "Hey, it's not like you to have leftovers Moka." he pointed to her food, "We'll be going all day tomorrow, you need to keep your strength up."

"I know, it's just that I don't really have an appetite. I hope I'm not coming down with something." Moka rubbed her stomach worriedly.

Tsukune gasped in astonishment, "Do you feel sick!?"

Moka was unsure until her eyes gleamed in excitement, "I know! Maybe it's because I haven't had a glass of Tsukune in days!"

Ben snorted and shook his head in disbelief at what he had just heard, " _Things taken out of context._ " he mentioned. Tsukune's reaction was to smile awkwardly. _Yeah, a definite vampire._ Tsukune thought.

"Please can I drink your blood?" Moka asked with extreme yearning in her voice.

 _Yeah, I feel like things will work out here. Moka and I will graduate from here and when I go back to the human world..._ Tsukune was in deep thought as he and Moka walked back to the dorms. Ben went off in a different direction to do something, the good thing was that Ben seemed to be more energetic lately. _...Maybe Moka will even come with me. I'll be able to show her to my family, neighbors._

"Hey Tsukune?" Tsukune turned around to look at Moka who leaned forward.

"Moka..." _This is it, she's gonna-_ "YEOOW!" Moka had bit down and drank Tsukune's blood, _Yeah...life with a vampire._

oOoOoOoOoOoOo

 **Ben**

oOoOoOoOoOoOo

Ben had went back to that dorm to do something he wanted to do the day before, bit couldn't on account of the whole 'Guy trying to blackmail Kurumu' thing. Opening his door Ben walked to the messy part of his room and found the book that had his 'trophy' picture. Looking at it he felt disgusted considering who they just beat down, _If I kept this, I'm no better than that Nagare guy. It's not like she liked that I have it...actually now that I think of it, she was kinda downtrodden._ Ben picked up the photo, lit a match, and set the picture on fire. "Goodbye perverted picture, it was always wrong of me to have you." Doing some quick thinking Ben threw the burning photo in the trash, where it belonged. "Well, all that's left to hope for is a good dream...No, that would be too easy." Ben said before lying down.

oOoOoOoOoOoOoOo

The weekend was over and now the Newspaper Club started out their new week by handing out their first official issue of the Yokai Times. The team was just outside the front doors of the school in the courtyard where they knew the most traffic would appear. Handing out the papers with glee the club was surprised at how many people would show up, boys and girls alike. The boys, they showed up because they saw that the two hottest girls in the first year were handing out the papers. _Of course the boys flock to Moka and Kurumu,_ Ben thought, _I didn't think of it before, but this could be more than beneficial for us. These girls though..._ What Ben was talking about was the abundance of girls that flocked towards him to grab a paper, _Why are they all over by me!?_

What Ben doesn't know is that Kurumu did him a favor, by spreading a rumor that he, Ben, was the one that saved all those girls from the clutches of the Medusa teacher with his 'S-Class abilities'. Which to an extent is true, she just left out the fact that Moka had helped as well. But this way it was a win-win for Kurumu, she figured the girls of the school would flock to Ben for his chivalry and heroics while leaving Tsukune to her, and Ben gets to meet cute girls! Perfect plan. Ben, however, was overwhelmed and couldn't even comprehend the situation. "I never knew of an S-Class that had so much compassion for others," some girl told Ben.

"S-Class?" Ben asked with a confused expression. The girl practically tackled him with a camera in hand.

"Can I get a picture?" Ben nodded and took the picture with her, and that started the biggest fight to get a picture with the "Chivalrous Savior" _This is worse than a mom trying to get her little Timmy on Santa's lap at Christmas!_ Kurumu looked at the commotion and with Yukari's help, hatched a plan. The two placed a sign by Ben that said that the girls had to get a paper, then they had to pay a small fee for a picture with Ben.

"This is the best cash cow ever!" Kurumu said laughing while her and Yukari rubbed their hands in a fiendish way.

"This is your fault?!" Ben yelled out as more girls took pictures with him. Another girl walked up to him, he actually recognized her as the last girl that was...kidnapped by the teacher, she looked Ben up and down and for some reason Ben felt rather self-conscious. Smiling the girl walked up to Ben and instead of getting a picture she leaned in and stole a kiss from him. Ben didn't know what to do he was too shocked, hell even Kurumu was surprised by the sudden action.

The girl unlocked her lips with Ben, smiled and placed some yen in the jar, "That's my thank you, American." she turned around and left without saying anything else. Most of the girls left after that, and Ben still stood still with his eyes wide, looking out in the distance, the 'Thousand yard stare' if you will.

Kurumu walked up to Ben cheering with the jar of yen in her hand, "Ya-hoo-hoo! Look at all the money we made...Hey Ben, you feeling alright?"

"...What the fuck just happened?"

Kurumu laughed at his confusion, "I told all the girls I know that it was you that stopped the art teacher. Rumor spread and I guess the girl's you saved got wind of it. What, did you not like the kiss or something?" Kurumu said still laughing at Ben's expense.

"No...it's just that...that was my first kiss. It was weird." Kurumu laughed even harder now, "What's so funny?"

"How you're freaking out over a kiss is hilarious!" In the distance behind a tree Gin was smiling at his clubs antics as he read the paper they worked so hard to publish.

oOoOoOoOoOoOo

However, spirits weren't so high in other places. In a dark room with a few people looking over the paper themselves, "So...the newspaper club?" a man asked.

"Yes," a female associate started, "I hear they are handing out papers at the front gate. WITHOUT our permission." Hearing this the man crumpled up the paper in anger and tossed it into the corner of the room.

"That lousy club! acting like big shots ignoring us. Well, they'll see." The man left and the group he was with followed. Obviously this can only spell good things for our heroes.

oOoOoOoOoOoOoOo

Back with the group, Gin went to check on his clubmates to see how things were going, and boy were they going. "So, how's the day going? Get rid of lots of papers?"

The group turned to their president, "Oh, hi Gin!" Moka greeted with a huge smile.

"Wow, they seem awfully popular, huh? Guess we may have to charge next time." Gin turned to Kurumu shaking a jar of yen, "What's that?" he asked.

"Oh this?" Kurumu asked slyly holding the jar next to Gin's face, "This is just the money we made by abusing Ben's newfound popularity with the ladies." she said with a sly grin. _Yeah, you keep making that Grinch smile, just you wait._ Ben thought.

"They're almost all gone because of it!" Moka interjected, "Makes things easier huh?" she finished with a smile.

"Hey Gin you wanna help?" Tsukune asked, but immediately was shot down.

"Silly Tsukune, Upperclassmen don't help with remedial grunt work. That's what you guys are for!" he gave a cocky smile.

"What kind of attitude is that for a club president!" Tsukune yelled out in astonishment.

"The kind that asserts his authority." Ben mentioned.

"Don't take it too hard Tsukune," Yukari started, "he only works hard when the goal is nasty. Like a dog in heat."

"Or a pool cleaner." Ben joked.

Gin walked up to Yukari with a sarcastic smile plastered on his face, "That's a pretty grown up joke for someone whose chest is as flat as a board." he said pointing to her chest.

"I prefer being flat chested." Yukari retorted.

"You should put some band-aids on those mosquito bites." Gin continued laughing.

"You should be kicked out of the school with what I heard you did." Ben mentioned. Gin turned to him with a smile still plastered.

"Oh, did you want some too?" Gin said pointing to Ben, to which Ben slapped his hand away in annoyance.

"What are gonna do? Fight me?" Ben retorted, "There's no full moon tonight dumbass, fighting you will be as easy as fighting a purse snatcher." Gin walked away growling at Ben's comment.

"Thanks Ben." Yukari said with a smile. Ben patted her head before going back to what he was doing before.

The good times were soon stopped as the club heard a bunch of the students gasp. Many of them moved out of the way and kept whispering things. To those who didn't move they were shoved away by the group that was approaching the table. Ben got a tingling sensation in his skull, _Spider-Sense!_ "Outta the way runt!" he heard called out followed by some more gasps and cries of... _Fear?_

Ben began to focus his hearing and he could overhear some conversations being had by the other students, "It's the blackshirts!" he heard one say, "No way, what the hell are they doing here?" he heard another. _That doesn't sound good. And my Spider-Sense agrees._ The large group eventually stopped in front of the table and Ben felt a chill run down his spine. What he saw in front of him was the school Protection Committee, and the one in the front with the long hair was sending him some terrible vibes _...Shit._

The main man with the long white hair approached the club placing his hand over his chest and giving a slight bow, "Hello, I am Kuyo. The leader of the Protection Committee." he glanced over at Gin, "I...believe we've met before, yes?"

Moka had a worried expression on her face, "How is our club jeopardizing school safety?" she asked. _Valid question, I'm certain we haven't done anything wrong._ Ben thought. Ben's eyes drifted from Kuyo to the girl standing off to his right, slightly behind him, _Getting a weird gut-feeling from her._ Gin stepped in front of Moka and placed his arm in front of her signaling her, and the rest of the club to back off, "Gin..." Moka started to say something but couldn't form a sentence to say.

Kuyo chuckled, "Heh, 'Newspaper Club' eh?" he picked up a paper and crumpled it before the club's eyes, "We have nothing against you per se, but," he looked up and glared at Gin, "who gave you permission to hand out newspapers on school grounds? I don't recall seeing a request form submitted!" Everyone's eyes were widened with shock, but Ben squinted his in anger, _I really don't like this guy. He's trouble._ "That makes you a menace to the peace!" Kuyo yelled out as he Spartan kicked the table with the papers, "You think you can break school rules whenever you feel like it!?"

"Ahh!" Moka yelled out as the boxes and the paper that was left was dumped on top of her and the others from the kick.

"Hear this," Kuyo yelled, "We maintain order at this school, all club activities require or prior permission!" he began kicking over the chairs that had the other papers on them and laughed while doing so, "Any unauthorized activities, will be dealt with harshly!"

Kurumu had had it and tried to retaliate by begging Kuyo to stop, "N-No, stop! We were only handing out papers! You're just bullying is!" Gin tried to grab Kurumu but was too slow as she walked passed him. She tried to approach Kuyo but the girl that Ben had looked at earlier stepped in front of him, _Spider-Sense!_ The black haired girl suddenly spit something at Kurumu and it would have hit her if Ben didn't put his wrist out in front of her. Ben looked at the substance on his wrist, _This is familar,_ he grabbed at it and it was sticky and had a slight scent, _Saliva base...weaksauce._ Ben thought with a grin.

"I notice that the sticky white stuff comes from your mouth," the girl in front of him smirked, "So I guess that means you don't swallow." Ben asked with a wide grin and the girl growled as a response.

The girl advanced towarda Ben, but she was trying to talk to Kurumu, "You reporters are such losers." she said, her composure now regained, "What a dumb slutty airhead, you haven't changed since the last year." the girl was trying to talk to Kurumu, but she felt something on her shoulder. Looking down she saw Ben's hand on her holding her back.

"I recall your fight being with me." he said quitely, he glared at the girl, "Don't make me hurt you."

"Are you threatening me?" the girl stepped back and looked at the newspapers that covered the ground and she began stomping on them, "It won't do you any good to defy the protection committee." she said as she practically danced on the newspaper laughing, Kurumu was practically in tears and the whole time the girl was staring at Ben. When she was done the committee left she turned around on last time and stuck her tongue out at Ben, his response was to shoot a web ball at her wrist. The girl was completely shocked as she looked at her wrist with the strong webbing around it. She looked up at Ben again who gave her a cocky smile, and then he winked.

The students around the table that witnessed what happened were talking amongst themselves, "Man that's really low." Ben heard one say.

Before they left Kuyo had one more thing to say, "Remember this- the next club that presumes to act without our permission...will get it WORSE." Kuyo and tge rest of the committee continued walking. Kuyo then addressed the black haired girl, "Keito," the girl, Keito, snapped to attention breaking out of her stupor, "I want you to keep an eye on them, see how the journalists respond." Keito nodded her head.

"That boy..." she said quietly as she looked back to see Ben still staring her down as the club retreated somewhere else.

"Will he be a problem?" Kuyo asked, Keito knew what answer to give.

"No. No he won't, he's just another loser journalist."

"Good, now do your job." with that Kuyo and the rest of the committee left leaving Keito by herself. She looked back again expecting to still see Ben standing where he was, but he had moved, nowhere to be seen.

oOoOoOoOoOoOoOo

Ben had left, not to join his clubmates, but retreated somewhere else, _There's something I have to make._ He thought. With his clubmates however, things were different as they were talking amongst themselves appalled at what had happened. "Horrible..." Yukari said looking at all the destroyed papers, "Just who were those...those fascists!?" she asked in anger as she tried to recover as many papers as possible.

Gin sighed, "The Protection Committee, if you could call them that, is the violent branch of the student council." the club members had a confused face as Gin continued to elaborate, "Their job is to keep the peace inside the acadamy. They enforce the rules and subdue troublemakers. Which, as I'm sure you all are aware, often requires the use if force." the others took a moment to think about all the people they have gone against this year that was causing trouble inside the acadamy, "I guess you could say they are like the school police force." Gin finished with an upset look on his face.

"Wait, but if they are the school police, how come this is the first time we've seen them?" Tsukune asked, because even he knew that a lot of their troubles could have been avoided if the police were doing what they were supposed to.

"Well," Gin started rubbing the back of his neck, unsure of how to respond. Direct was best, "The problem is that they've gone bad. Turned into some sort of school Yakuza, who threatens kids and extorts money from them. Remember how they said we needed approval to pass out papers?" the members nodded, "Well, what they really mean is that they want us to pay them a bribe." the members all gasped in shock at how cruel and evil a group meant to help the school could be.

"That's ridiculous!" Moka yelled out, "They can't do this at a school!" Gin only glared at the members before sighing again.

"I think...I think it's best that we give in this time." Gin rubbed his hand through his hair, "Best thing to do is to burn the papers and avoid trouble."

"WHAT?!?" all the members asked in complete shock, "We can't just burn them! We still have a bunch to hand out." Kurumu called out, trying to convince Gin to change his mind.

"I said forget it! Drop the subject, just burn them. No good will come if you pick a fight with these guys, it's time we just take it." With that said Gin turned away and walked off into the distance leaving his shocked and upset members behind him.

Behind a nearby tree was Keito, overhearing the whole thing. With a sneer she decided to follow the other journalists, see if they actually listen.

oOoOoOoOoOoOoOoOo

Back with Ben, he was in his dorm forming something special for his adversary. "It's webbing all right," he said to himself. "I have enough synthetic memory from Parker to make a special fluid that counteracts web-fluid, and since hers is saliva based." he looked at the chemicals he was using and tossed them aside, opting for a safer sollution, "Fuck it, better safe than sorry." putting the new mixture together Ben manually mixed together a batch of web-solvant that could eat away at the chemicals of his webbing. "Mine may be synthetic webbing, but it's also much stronger than this joke. I just hope that..." Ben accidentally knocked over a photo while mixing, "shit." he walked over to pick it up and saw the picture of him and Peter that's when the voices made their timely return.

 **ALL OF THEM!** the voices called out and Ben knew exactly what they meant. His pupils began to contract and he had a tingling in his head, but it wasn't his Spider-Sense, no, this was something that was lying dormant waiting for it's chance to re-emerge. Though this isn't ideal, it was still triggered.

"Destroy the clones." Ben said as he grabbed the solution and attached it to his web shooters, "More than enough," he said with a smirk, "this is going to be easy." Ben locked the door to his dorm and put on his costume, though this variant is just the red spandex bottoms and the torn hoody. Opening his window, Ben leaped out and shot a webline. It was time to destroy the past.

oOoOoOoOoOoOoOo

 **Tsukune**

oOoOoOoOoOoOoOo

Tsukune, Moka, Yukari and Kurumu are currently sitting at a table in a courtyard area talking about what happened. Kurumu seems to be the one that's taking it the hardest, "What a coward! He's no club president!" Kurumu slammed the last box of papers onto the table, these were the only papers left after the others were trampled and ripped, "He isn't even sticking around to help us burn them! He's just leaving us with this burden!" Kurumu growled and Tsukune could only guess it was one of two things, _It's either about Ben, or she's taking that 'Slutty' comment pretty hard._ Kurumu slammed her hands against the table in frustration, "And now Ben isn't even here? I thought we made up! I thought he'd stick with us! Ugh, hey! Are you guys even listening?" the others looked up at Kurumu who had risen from her seat, "I say we pass out these papers!"

"Huh?!?" the others asked in confusion.

"We don't have to follow the orders of that wimp! So who's with me!?" Kurumu threw her fist in the air with a smile on her face.

"I-I don't know..." Moka was the first to respond, after seeing Kurumu's look of annoyance she quickly tried to catch herself, "I mean...maybe, Gin has some sort of back up plan?" she gave a nervous laugh trying to calm the situation down, but Kurumu wasn't falling for it.

Kurumu looked at Moka with a look of betrayment before smirking, "Are you kidding? That guy's never had a plan for something unless it involved a skirt." she said with shrug of her shoulders while shaking her head.

Moka began to get worried, "What I meant was, we should think about this with cool heads." Kurumu's response was to practically tackle Tsukune to the ground.

"Fine! I won't count on you to help me Moka!" Kurumu said, practically suffocating Tsukune with her chest all while sticking her tongue out at Moka for not seeing things her way, "Let's go Tsukune!" Kurumu dragged Tsukune with her as they took the box of papers to hand out.

Finally free for oxygen Tsukune was only able to get out, "Hey, wait, Kurumu!" before getting dragged off in the distance. _Don't worry Moka, I'll try to calm her down._ Tsukune tugged on Kurumu's arm so that he could walk on his own, _Geez, where's Ben when you need him._

"The two of us can handle this ourselves...right Tsukune?" Kurumu asked, though it sounded more like she was asking for encouragement rather than confirmation. The two had walked around the school and were now on one of the sides where there were only small single door entrances and fire escapes.

"H-Hang on Kurumu," Tsukune started, but Kurumu only began walking faster, like she had a purpose, "Look, why...why don't we head back to the others, we could easily discuss this more-"

"No." Kurumu interrupted.

"Well, we could talk to Gin he should be-"

"I said NO!" Kurumu yelled out stopping dead in her tracks. Tsukune moved in front of her so that he could talk to her face to face and he saw the tears start to form in her eyes, "Don't you see Tsukune? This paper...is my baby! I wore myself out, WE wore ourselves out. And now we're just gonna let some goons bully us into burning it? I won't have that!" her tears began to drop onto the paper and her lip began to tremble. Tsukune thought back to Saturday, when Moka stopped Nagare for the paper and how happy and relieved she looked when she got it back, _I guess she cares about this more than any of us._

Suddenly out of nowhere a strand of some sticky string attached itself to the box and quickly yanked it away to the trees up above, "Hahaha, don't make me laugh. You really ARE stupid, and here I thought I was just assuming things." Kurumu and Tsukune looked up to see Keito, standing on a web strand that connected two branches together, and in her grasp was was the strand that stole the papers.

"Y-You..." Kurumu said recognizing the girl right away.

"You must be a glutton for punishment huh...Newspaper slut?" Keito's eyes looked big as she gave a freakish looking smile, "It seems I have to put you out of your misery." Keito jumped down using the webbing of hers as a type of bungee cord to slow her fall.

"G-Give us back our papers!" Kurumu pleaded, stumbling over her words in both fear and sadness. _Uh-oh, better step in for this._ Tsukune thought.

Tsukune stepped in front of Kurumu shocking her at his sudden heroics, "Why are you picking on us anyway? I mean, what the hell have we ever done to-"

"It's too late for that now," Keito interupted, "or...don't you know?" the two had equally confused looks which caused Keito to smile even wider, "The Newspaper Club has been targeted since last year. Ever since they dared defy the committee. Those idiots had beliefs that they'd actually be able to change the school's policies!" Keito gave a sarcastic chuckle before she continued, "They thought they could actually criticize the committee in their editorials. So we purged the club, we had thought it was obliterated actually." Keito tapped her finger against her chin as if in thought. Tsukune thought back to what Gin told them before " **We better give in this time.** " _So...Gin has been through this before?_ "The only reason this school hasn't exploded yet is because we enforce the peace!" Keito yelled out gritting her teeth, "Anyone who can't understand that...must be eliminated!"

"But this year's Newspaper Club hasn't done anything to you!" Tsukune argued, "You're the ones attacking without provocation! All we want is to publish our paper...so please do us a favor, and just LEAVE US ALONE!!!" now it was Kurumu who had the worried face as she looked in astonishment at Tsukune.

Keito was less than pleased as apparent by her eye twitch, "Such disobedience..." she said under breath, "leave you alone you ask?" Keito lifted up the box of papers near her head and then tossed them into the incinerator, "LEAVE YOU ALONE!?! WHO THE FUCK DO YOU THINK YOU ARE TALKING TO?!?" the two teens watched in horror as all their hard work went up in flames and Keito stood there. Laughing. "Well, I guess newspaper is quite flammable...isn't it?"

Kurumu stared in horror as she saw 'her baby' being burned, soon it would be nothing but ash, "No...the paper..."

"Hee hee hee hee hee hee!" Keito laughed a little more before she spat out a strand of her webbing at the two teens and attached it around their wrist, "Gotcha!" the two tried to break it, but to no avail, "Fools, my silk that I've spun with my powers sticks tight...and never lets go! It's about time I put an end to you!" Keito pulled with all her might and threw the two teens against the trunk of a tree, "This will be fun." Keito said smiling.

oOoOoOoOoOoOoOo

With Moka and Yukari, Moka felt like something was off, as if her friends were being harmed and the feeling made her jolt up, "Moka?" Yukari asked, "Are...you arlright?"

Moka stared at the table for another thirty seconds without saying a word until what she felt happened again and shot her head up to look at Yukari, "We have to help Tsukune!" she shouted before she took off.

"Wait, Moka!" Yukari yelled out as she chased after her friend.

oOoOoOoOoOoOoOoOo

Back to what was happening earlier, Keito had just webbed up Tsukune and Kurumu and she began walking towards Tsukune. "Tsukune!" Kurumu yelled out.

"Naughty boy," Keito said as she approached the stalled form of Tsukune Aono, "If you want to be forgiven, you have to be obedient." as she walked closer to Tsukune her blazer began to unbutton from the bottom revealing spider like legs protruding from her stomach. Tsukune was shocked in horror at what he was witnessing, _Oh god, please stop right there! I don't want to see what comes out of the chest!_ "Haha, surprised? You see, those of us in the committee can reveal our true form, in the name of protecting the peace." her spider legs tapped on Tsukune's head, bringing her pleasure and bringing him fear, _Great, now I need a change of webbed cocoon._ Keito stood bravely in front of Tsukune, almost as if she was flaunting her body, "We can be as monsterous as we- AGH!" her sentence was cut short when a blurry fist knocked her against the other tree.

Looking at who just saved him from being this girl's lunch, Tsukune was happy to see it was Ben, "Ben! Good job dude, now, help us out!"

" _Destroy_..." Ben said under his breath, in english.

Not long after Ben showed up as did Moka with Yukari and the two quickly got to work on freeing their friends. "What's up with Ben?" Moka asked.

"I don't know, but I don't like it." Tsukune said as he watched Ben walk towards Keito, similar to how Keito approached him.

"You...you...BASTARD!" Keito screamed as she shot a webline from her mouth only for it to be blocked by Ben's forearm. Keito sneered thinking she had entangled her prey, but when she pulled on the line he didn't budge. Instead, Ben lifted up his left arm and gripped the strand tightly, then he tugged on it and watched it come off. "W-W-Wha-"

"My turn." Ben said as he shot a webline and attached it to Keito's face, he then pulled her forward into a knee to her head, followed by a few quick jabs to her sides, though admittedly it was difficult because of her extra limbs. Trying to recover Keito tried to hit Ben with her spider legs, but he was able to dodge each attack that she threw at him.

"Impossible!" she shouted, "You shouldn't have reflexes this fast!" she jumped in the air and shot another webline at him, but was shocked to see she only hit the grass.

"Looking for someone?" Keito looked up to see Ben several meters above her in his jump. He then brought his hands close together, shot out two weblines that completely ensnared Keito and he began to do mid-air somersaults twirling Keito around three times before slamming her to the ground.

"Moka come here." Moka approached Tsukune with a worried look, "Remember the last time Ben was this aggressive? He tried to kill Nagare and he said that if he had done that he would have regretted it forever. We need your other, Moka." Moka looked at Ben who was clearly in a one sided fight as Keito couldn't even land a hit, let alone ensnare him in her webbing long enough to be effective. Moka gave a nod and helped Tsukune rip off the rosary from her neck.

The day seemed to get darker as dozens of bats flew around Moka with a ray of light shining down upon her. The bat's began to leave one at a time as they revealed a curvier, bustier Moka, with silver hair and blood red eyes with a black slit as her pupil. Once the bats had left all that was left was this 'Inner' Moka staring at Tsukune.

oOoOoOoOoOoOoOoOo

 **Moka**

oOoOoOoOoOoOoOoOo

 _I'm out...oh joy._ Moka thought sarcastically. She looked at who was in front of her and snarled, "I swear if you woke me up because you're stuck, I'm going to be extremely pissed off."

Tsukune flinched at the sudden outburst and, hurtfull, accusation, "No! That's not it, Yukari can help with that. It's about Ben." Moka looked behind her at Ben who threw a three punch combo to Keito's head, followed by an uppercut that launched her a few feet in the air, then he grabbed her leg and slammed her against the ground making a small crater.

Moka turned her head back around with an annoyed look, "He looks fine, can I go back and rest now?"

"No you can't!" Tsukune blurted out causing Moka to groan, "He's going to kill her Moka, you have to stop him."

Moka furrowed her eyebrow at the comment, "I don't have to do shit! People die Tsukune, it's the circle of life!"

Tsukune gripped Moka's arm and pleaded, "Please...even you know she doesn't deserve that kind of treatment."

Moka paused a moment before she looked at the one sided fight again and then back to Tsukune, "Tch, things I do for food." she said before she walked off to confront Ben.

"Thank you." Tsukune said with a smile.

Keito was on the ground now and Ben was absolutely pummeling her, "No more, no more! All will perish!" he said as he beat her senseless, _It's a miracle she hasn't passed out yet._ Moka thought. Ben went to grab one of the spider legs but stopped himself and moved as he sensed Moka approaching from behind him with her arm outstretched. Moka blinked a few times in confusion, _How the hell did he know I was here?_

"Okay, listen up Ben," Moka started with her arms crossed wanting to show little to no aggression, "you honestly need to stop what you are doing, it isn't like you. So how about you come with me and-" Moka stops as she is punched in the jaw by Ben. There is a brief silence as Moka stares down Ben, her face slowly becoming angrier and angrier, "Alright you little shit, I was trying to be nice, but now I feel like you should learn your place!"

"All clones must be destroyed, anyone who stands in my way will get hurt!" Ben yelled out, _What the hell is he talking about?_ Ben get's in a southpaw boxer's stance while Moka places her left hand in front of her face with her palm open and her other hand relaxing near her waist (Think Chun-Li's stance in Street Fighter.) Ben smirked, and webbed Keito to the tree, "Don't go anywhere, I'll be back for you reeaaal soon." he turned his head and looked back to Moka who was clearly analyzing him, looking for any weak spots or openings, "Be careful, I'm stronger than I look." Moka frowned as she rubbed her jaw and spat out some blood.

"That will be the last hit you get against me in this lifetime," she smashed her fist into her palm before going back into her stance, "that, I can gaurentee you."

 **Music Que: Bloody Tears Remix by Friedrich Habetler Music(Youtube, 0:27 start)**

" _What a terrible night for a curse_ " Ben said under his breath in english. " _Time we get this fight started then right Blade? I'd hate to keep you from killing Dracula again._ " Ben lunged forward and threw a right hook only for it to be parried by Moka, who tried to follow up with with a palm strike to Ben's chest, but he quickly evaded by means of a back handspring. He shot two weblines and used the potential energy he gained from the back handspring to shoot himself forward trying to land a kick, but was blocked by Moka crossing her arms. " _Not bad Vlad,_ " Ben taunted, " _It was not by your hand that you are once again given flesh. You were called here by humans who wish to pay you tribute. Right?_ "

Moka went for a backhand, but Ben ducked low and went for an uppercut that was blocked by Moka's left hand and then she tried to counter with a jab to his throat, but again he was able to dodge, _For god sake, stay still!_ " _If you are just going to make references to other vampires whilst we fight, I may just kill you for your annoyance._ " Moka responded to Ben's Dracula reference with a bit of distaste. Ben went high and Moka blocked, but was tricked as he quickly came down and swept her legs from underneath her, _God dammit!_

"Uhhh, should we be worried that Ben was able to get a shot on Moka?" Kurumu asked with a nervous tone.

"N-No, Moka will take care of him!" Tsukune said, though his hesitation said otherwise.

Moka quickly spun back onto her feet and spotted Ben waiting for her to get up, " _You've got some brass ones acting so cocky against me._ " Ben quickly shot burst after burst of web bullets all of which hit Moka until she was ensnared completely, _So that's how he does it. It comes from those gauntlet things._ Moka tried to break free but was surprised at how much resistance the silk had, _Perhaps...Perhaps I underestimated him._ Moka's eyes widened as she saw Ben was about to land another hit against her, when she quickly ducked his punch and gave a headbutt to his chin making him collapse, _Didn't evade that one did you?_ Moka smirked as she was sure he'd be down from the blow, but instead Ben rose from the ground rubbing his jaw. Moka slumped her shoulders in dissapointment, " _So, you can take a beating? That's fine._ " using all her might Moka finally broke out of her silky incarceration. Ben turned around his eyes full of anger and lunged at Moka with several quick jabs all of which were blocked, _Gotta play this right._ Moka thought. Ben cocked back his left fist and sent it flying with what could have been a devastating attack had Moka taken it, _Now!_ Moka placed her hand out and grabbed his fist and began to twist it making him uncomfortable. Once she had twisted his arm enough to have him yell out in pain she struck him in the gut and back handed him into the ground.

Moka walked up to Ben's face and picked him holding his thoat, " _What is wrong with you? Why did you attack me? I have no feud with you."_

Ben coughed a bit still trying to get air back into his body after the gut strike, " _All clones must be destroyed._ "

Moka still wasn't sure what he was talking about, but even she knew this wasn't like him, especially with his lack of commentary in the fight. Moka slammed Ben into the ground, and while he was there she placed her knee on his back to keep him from moving and grabbed his head to make him look at Keito.

" _I don't know what you are talking about, but look at her. Does that look like a clone to you?_ " No response so Moka slammed his face into the ground and made him face her again, " _I will beat the sense back into you! Look at her!_ " Ben stared for sometime still struggling with Moka's grip, but eventually he gave in and relaxed. Moka looked at Ben to see his pupils return to normal size, _Strange._ she noted.

"I'm okay. Let me up." Ben said slowly, now speaking in japanese once again.

Moka applied more pressure to his back, "How can I trust you won't attack me again?"

"If I do...If I do, go ahead and break every bone in my body." Moka stayed silent from the strange request, "I know you were holding back, there's no way I should have lasted for that long. You can trust me." Moka got up and let Ben do so as well. Visibly, he was shaking, from fear if anything, though Moka had a hunch that she wasn't the reason why Ben would be scared. His left arm was having spasms, it was twitching and he held it to calm it down. "I...tried to kill her...didn't I?" Ben asked already knowing the answer.

"Yes." Moka responded, "You kept talking about destroying the clones. What...What exactly does that mean?" Moka asked curious to the origin of this strange outburst.

"It- Nothing, I have no idea. Guess I'm going crazy." He said with a slight smile.

Moka looked at him cautiously, _He's lying, he knows it, and I do too. Either he's hiding something, or he has a traumatic case of PTSD... or both._ Moka nodded and the others came rushing over. "Is everyone okay?" Kurumu asked, "Ben are you hurt?"

"No." he lied. Ben walked to Keito whose eye's grew wide as he approached her, he went to get her out of his webs and she immediately yelped in fear and turned her head. Ben stopped, his hand inches away from Keito's face. He saw the fear, it was fear for your life. Moka watched as he clicked something on his gauntlet and sprayed some sort of liquid on his webbing before he ripped it off with ease, _Geez, I could've used that earlier._ Keito looked up to see that Ben had freed her and he avoided as much eye contact as possible, "Leave." he said pointing his thumb behind him.

"Y-You-" Keito tried to say something, but her words kept getting stuck in her throat.

"GO!" Ben yelled and Keito limped away from the club members. Ben's breath was shaky as he tried to relax, but his fear was getting to him. He put his hood over him and began to walk back to his dorm.

"Ben, do you-" Tsukune was going to ask something when Moka stopped him. The others stayed back and practically played twenty questions with Moka.

"No, I don't know what happened, maybe he snapped who knows?" Moka said before placing her hand in front od Tsukune.

"Oh, yeah." Tsukune placed the cross into Moka's hands and smiled, "Thank you, for helping him Moka."

Moka didn't really show emotion, but that was normal, "Tch." she went to place the cross on when she stopped herself, "Oh, Tsukune?" Tsukune looked at her with a confused face, "I feel like a fight will be coming soon, and we don't know where Reilly stands."

"Is that bad?" Kurumu asked.

"Maybe, maybe not. I underestimated him, I'd be lying if I said he didn't leave a scratch." Moka rubbed her jaw which began to bruise from the blow she took, "I guess that means I get to keep an eye on him." she chuckled before she placed the rosary around her neck, once more sealing her powers, _He is interesting._ she thought.

oOoOoOoOoOoOoOoOo

 **Ben**

oOoOoOoOoOoOoOoOo

Ben returned to his dorm and slammed his fist into the wall. "I almost killed her! What was I thinking? I don't kill people." Ben slumped into the corner of the room and just sat against the wall.

 **You couldn't have known that.**

"Shut up!" Ben's tears that he had been holding back since he saw the face that Keito gave him began to seep out. And for the rest of the night her terrified face was the only thing he could picture. And it was tearing him apart.

Outside his dorm was the Spider-Woman, Keito, herself watching as Ben stayed in his dorm for the rest of the night. "You spared my life," she said to herself, "Thank you."

oOoOoOoOoOoOoOo

Back at the hideout of the Protection Committee Kuyo, the leader, had just recieved some irritating news, "What do you mean 'They defeated Keito'?"

"That's exactly what we mean sir, it sounds like the American did it, the one who they call the 'Hidden S-Class'."

"And what's so hidden about him?" Kuyo asked somewhat intrigued.

"Well, it's just that...he never changes out of his human form. It's baffling reall, how could someone fight in these bulky things?"

Kuyo gritted his teeth in anger, "That infernal Newspaper Club. Are they seriously considering going up against us? And don't tell me they forgot what happened to then last year!" Kuyo faced his fellow members practically snarling, "Well...I guess they won't have to remember anything this time, because after this there will not be a Newspaper Club. Ever. Again. Do I make myself clear?"

"Yes President!" his subordinates responded. There was a sudden tap along the floor as if someone had just entered the room.

"Hehe, hold on now." the members turned towards the mysterious female voice speaking to them, "Protectors or not...you can't eliminate a club without due cause, imagine the bad press you'd receive." Kuyo growled at the unwanted guest, "Oh sorry, wrong time to use that expression?"

"Look, I don't know who you think you are but you-" Kuyo turned an saw the female that was in the hideout, "You're-"

"No need for formalities," she said holding her hand up to make Kuyo stop talking, "I could make them vanish, but, I can't expose myself. Not at the moment. What I can do is release information about the Club's greatest weakness."

"I'm listening." Kuyo leaned forward to gain as much information as he could.

"It's about one of their members, Tsukune Aono, I believe thag he's a human..."

Kuyo's face was one of calm and slowly turned into one of scorn, "Do you mean to tell me, that this elite school for monster...has been infiltrated by a human?"

"And what will you do if it's true?" silence, "The law permits you to kill him. Him...and all his friends!"

 **A/N: Sorry for the wait, I hope you guys enjoyed the fight scene. I've just been busy with school and stuff, but I worked on this a lot. Now don't be surprised if this isn't posted again for another 2-3 weeks, I'm gonna try to do this one and SaDEAR at the same time so hopefully the plan is that I go week on week off for each story, you know, like a father with visitation rights. Well that's all I got, see you next time.**

 **Review, PM, Favorite, Follow, Recommend.**


	5. The Secret

**The Secret**

Ben sat in his room, still upset about the night before. _I can't believe I tried to kill her._ He thought with tears forming in his eyes, _What would he think? He'd hate me, that's what! He gave me a chance and I blew it!_ There was a slight knock at the door, but Ben only remained silent. Then it was there again, and again, "I'm busy!" Ben yelled out. The knocking stopped, but something was slipped underneath the door itself, a letter actually. "A letter?" Ben asked as he inspected the envelope.

"...I can't fucking read this." Ben said with a slight chuckle. Then there was a knock at the door again, " _Oh, for Fuck sake!_ " Ben opened the door to see Tsukune standing in front of him his eyes wide from shock.

"Uhhh...w-we have a meeting...that Gin called just now." Ben blinked a few times before closing the door. "Great." Tsukune said under his breath. The door opened again with Ben wearing an extremely casual attire. He wore a torn tank top and grey camo cargo shorts with a black belt. "Um..." was all Tsukune could say.

"What?" Ben asked.

"Well, it's just...You missed class, and now you're wearing EXTREMELY casual clothing, and your hair is dyed blond...You're a delinquent, and I think you are hindering my performance at this school." Tsukune said with a dry tone, like he was trying to be serious.

Ben gave Tsukune a confused face before he looked over his clothing and at the clothes Tsukune was wearing, "Hahaha!" Ben laughed, "Hahahahaha! Me hinder your performance? Nah man, that's on you. Maybe if you learned how to tell a girl no you'd be okay." Ben slapped Tsukune on his shoulder, "Come on, let's go listen to Gin bitch at us for the next forty-five minutes."

"You sound like you already know what's going to happen." Tsukune mentioned, "Though...I guess we kinda did just wage war against the school police."

oOoOoOoOoOoOoOoOo

"FOOLS FOOLS FOOLS!!!" Gin shouted at the top of his lungs, he was so shocked at what he heard he actually had to hear it a second time to make sure he heard right. Even though he was pissed Ben couldn't help but chuckle at the veins popping out of Gin's head from his anger, "So let me get this straight: Not only did you resist the Enforcers...but you beat one up?!" Ben held his head in shame at that comment. Everyone sighed and Kurumu tried to comfort Ben by patting his back. Gin saw the practically blank expressions on the member's faces and took a deep sigh, "Okay, in case I didn't make this clear before," Gin started drawing on the chalkboard making a huge outline that explained what was going on and even some math equations that explained how bad the enforcers were, "Didn't I tell you guys specifically NOT to mess with them? I expect this type of behavior from them Ben..." Gin said as he pointed to Moka's rosary, "But I was hoping that you could straighten things out for them. Aren't you Americans supposed to be telling others what to do?"

Ben shifted a little in his chair, "Actually, I'm a bit of a Social Justice Warrior, fight for our rights, everybody is equal, bunch of whiney bitches, that sort of thing. We only tell others to think like we do, otherwise it isn't 'PC'." Gin's eyes twitched in annoyance at the explanation given to him.

"So basically you're going to act just like them?" Gin asked as he pinched the bridge of his nose, to which Ben simply nodded. Gin sighed and banged against the chalkboard a few times to try and get his members' attention, "Okay, first of all: Kuyo is a dictator...a sadist, and he only recruits monsters that are loyal to him."

"He's a regular Adolf." Ben mentioned.

"Actually funny you mention that, Hitler is one of the first recorded monsters to come into a high level of power." Yukari mentioned and Ben nodded in interest...then it hit him.

"Wait...what?"

"Enough!" Gin yelled trying to get the grouo back on track, "The point is, if you provoke them they might hurt Moka!"

"Um, if Ben didn't mess with the enforcer, Moka would have been the one to beat her up. I mean, she was transformed." Kurumu mentioned. Tsukune suddenly gripped his shoulder and yelped out in pain.

"Woah Tsukune, are you hurt?" Gin of all people asked. Tsukune gripped his shoulder tighter.

"I got nicked by that enforcer...I think I reopened my wound." Tsukune said taking a sharp breath as he felt the pain jolt through him. Gin went and took a look at his member's shoulder. Gin cringed at the deep cut.

"I managed to close off the wound with witches balm," Yukari said as she fidgeted back and forth tapping her fingers against each other, "but the wound was awfully deep."

Ben came over to Tsukune and layed him down on the table, "Hey Ben what are you-" Ben opened up Tsukune's shirt, "Woah! Dude, what are you- AAAGGHH!!" Tsukune screamed in overwhelming pain as Ben poured antiseptic on his wound, he then applied pressure to Tsukune's wound and tried to bring it together by squeezing his skin closer together. he finished by webbing his wound shut, even applying extra webbing to help hold it. Tsukune sat up in slight pain, "Uhhh...um...thanks Ben."

"Closing a wound is good and all, but if it was so deep you should really make sure that it won't reopen for awhile...by the way that stuff dissolves in about an hour so come back to me." Moka pushed Ben out of the way to make sure Tsukune was okay.

"Tsukune are you okay? Oh, I'm so sorry you got hurt...protecting me." Moka said leaning closer to Tsukune.

"It's okay...really." Tsukune replied.

"Hey, not to be a cock block but, Moka, you weren't even there at the time." Ben stated and Kurumu smiled and nodded in agreement. ( **A/N: That is actually what happens in the Manga, Moka thanked Tsukune for protecting her, but she wasn't even there. Then she was the one that saved him. Yeah, there are some weird things that happen.** ) Moka and Tsukune were leaning closer, and closer to each other. Then Kurumu shoved Moka away trying to keep them from acting all 'lovey-dovey' as she put it. Kurumu instead wrapped her arms around Tsukune moving her chest up and down against his.

"Don't worry Tsukune, Kurumu her will nurse you back to health." she said as she squeezed tighter against him.

"N-Nurse?" Tsukune blurted out just before Gin knocked Kurumu away gripping Tsukune by his collar.

"How the hell are you more popular than me?!" Gin yelled out with jealousy present in his voice, "It doesn't make any sense!" Gin grabbed Tsukune by his collar amd began dragging him through the door, "Just for that, you're gonna be enforcer food...and if they kill you? Even better!"

Gin pulled Tsukune through the door laughing while Tsukune yelled in pain, "Jealous boys are so ugly." Yukari muttered with a sly smile.

As Gin was pulling on Tsukune the latter boy began resisting. To get him to cooperate Gin placed the boy in a headlock, "Let...go of me!" Tsukune struggled to get out. Gin continued to laugh as he easily overpowered the boy. Suddenly, Gin felt his leg give out as he was kicked in the back of his knee before being placed in a strong headlock himself, the person doing so was Ben who, as Gin found out, had an unbreakable grip.

"You fools...It's too late for your desperate pleas for forgiveness." The three boys looked up to see Kuyo and the rest of the Enforcers at his side. _Well...Damn._ Ben thought.

"Hey look, it's Legolas, on your way to Modor? Or is this 'The Hobbit' time and you're just fighting off a bunch of Orcs." Ben said jokingly, however the tone he gave off was rather dry showing he wasn't really into it.

Kuyo was unamused by the American's antics and his body posture showed so as he merely avoided facing him and turned towards Tsukune, "You raised a hand against us...Prepare to accept the consequences."

Gin quickly got the attention of the others in the room, "It's Kuyo! The Enforcers are here!" The others quickly piled out to see that Gin was telling the truth. To all of them seeing the Enforcers again wasn't a nice feeling, especially when they all looked like they were incredibly pissed off. "W-Wait, please!" Gin gulped something fierce, "It was just a little misunderstanding, surely you can't shut down our club for that? Can you?"

"Tch," Kuyo practically spat, "A little misunderstanding you call it." Kuyo snapped his fingers and three of the enforcers pulled out their swords, _Stainless steel...these guys aren't messing around._ Ben thought, _The true question is if they know how to use their swords._ Ben smirked at that thought. "Moka Akashiya, you are charged with aggravated assault against Enforcer Keito." At that moment Ben stepped in front of Moka and began moving the swords slightly with his fingers.

"Okay guys, let's get something straight," Ben said pushing Moka behind him even more, "Moka had nothing to do with harming Keito, that was all me. I was the one who beat the ever living shit out of your OH SO GREAT police force." Ben said rolling his eyes. Kuyo didn't take too kindly to the clear insult, and took things into his own hands by palm striking Ben in the gut causing him to keel over.

"Fine, doesn't make any difference to us." Kuyo said with a slight smile. He snapped his fingers again and his lackeys picked up Ben by his arms and began to drag him.

"No!" Tsukune shouted out, "Just leave him alone, you guys are the ones that started it!" Kuyo simply glared at Tsukune, _I know that look,_ Ben thought, _That's a death glare._

"Is that so..." Kuyo said calmly, "And what, exactly, made you think that he was the only one we were taking?" Tsukune was silent not knowing what Kuyo was talking about, "Tsukune Aono...You are coming with us, under suspicion of being a human." Tsukune's face became blank as did Moka's, and Ben was in utter disbelief, _How could he know? They never talk about it! So who could have told him? The only people that knew that are Tsukune, Moka, and recently me._

Ben could hear the students in the crowd talking amongst themselves at the accusations, followed by gasps and more talks of disbelief. "NO!" Kurumu shouted out, "Human!? Tsukune a human!? Do you even hear yourself?" she quickly rushed to Tsukune's side to protect him from the Enforcers, "Humans aren't allowed here, he's making it all up. Right Tsukune!? Tsukune?" Tsukune didn't respond, he just stood still. Motionless. "Tsukune please..." Kurumu's eyes began to drop tears as she feared the worst, "ANSWER ME!"

Kuyo approached the human in disguise, "Who sent you here human?" Kuyo whispered, "What sort of Monster Assassins sent a human spy?"

"Buffy the Vampire Slayer." Ben groaned out. Kuyo frowned at the outburst and gave only a glare to one of his subordinates. The lackey sent a full force blow to Ben's gut, knocking the wind out of him.

"No!" Kurumu yelled again, "I-I won't believe you! Let Tsukune go!" Kuyo only had to glare at Kurumu for here to stop, Ben could only figure what was going through her head, his Spider-Sense was going haywire and it wasn't even directed at him.

"Move..." was all Kuyo said before he began leading Tsukune away and dragging Ben along side him. "We nearly destroyed this club last year." he said as they were leaving, "You should have learned your lesson."

Gin grimaced as two of his members were hauled away by the Protection Committee, "Come on...let's go." the rest of the members went to the club room utterly silent. It was Gin who was first to break the ice after a couple of minutes, "A human? That's nuts, no way in hell am I getting mixed up in this mess." Kurumu was quick to come to Tsukune's defense by immediately getting in Gin's face and getting angry at him.

"Don't tell me you actually believe all that?!" she said pointing at Gin's chest accusingly, "Geez, you're so stupid!"

"Well what if it's true Kurumu? What if he actually is a human? That means he jeopardized all of our well being!" Gin yelled back.

"Actually," Yukari piped up, "there is something weird about Tsukune." the others looked at her with curiosity, "His wounds...they heal incredibly slow, just like a human." Gin walked back to the chalkboard in anger practically pulling his hair out for how stressed he was.

"If Tsukune really is human...then he'll be put to death." the others held their breath, especially Moka who has been extremely silent, "And then after that...we're next." Gin slammed his fist into the chalkboard in frustration, "Dammit all!"

"Well we have to save him then!" Kurumu exclaimed.

Gin turned around to face Kurumu and his face was one of those 'how stupid are you' faces, "Woah woah, this is Kuyo we're talking about. Remeber the whole 'Fascist' thing we talked about?" Gin began hitting the chalkboard where he made his equation of how crazy the Protection Committee is, "He's a megalomaniac. He thinks that everything he says is absolute law. Anyone that disagrees is his enemy...and he will do anything to defeat them."

Yukari let out a nervous chuckle, "Darn, Ben was right...he is Hitler."

Gin nodded with a smile, "Right, so now you see that if we go up against him we surely won't sur- Hey hey hey! Where the hell do you guys think you're going?!" Gin had looked up to see that the other three members had already made up their mind and walked out the door, "Well fine, if you want to get yourselves killed, be my guest!" Gin shouted into the hallway not seeing thr tears form on the girls's faces. Gin entered the classroom again and slammed the wall in frustration, "...Not like last year..."

oOoOoOoOoOoOoOo

Kuyo and the other Enforcers were currently leading Tsukune and Ben to some shed like building, only once they entered they had to traverse the many steps it had. "Ah, my worst enemy...stairs." Ben coughed out, now allowed to walk because the others didn't feel like carrying him anymore. Ben spat out a few drops of blood onto the side of the wall. He had been spitting blood constantly since they began their 'Journey', "Blood won't quit forming, is that a bad thing Tsukune?"

"Quiet you fool!" Kuyo yelled out, "I'd rather not hear you speak, your accent is rather...annoying."

"Yeah, so is the Japanese voice cast for Full Metal Alchemist, but you don't see me compl- BAGH!" Kuyo back handed Ben for his insolence.

"I said, be quiet!" Kuyo continued walking as Tsukune and Ben followed. The secret vigilante smiled and spat out more blood on the stairs. At the bottom of the stairs was a long continuous hallway with two rows of metal bars with doors on them, _Prison?_ Ben thought _, Dungeon maybe?_ _Seems excessive, but I suppose it makes sense._

Ben leaned close to Tsukune so he could speak with him, "This looks like a Dungeon of some kind, it possibly has been recently upgraded to prison, but I'm still unsure." Tsukune didn't give a response, he just kept walking with the two enforcers with katanas watching their every move. Ben looked at the two enforcers and could only guess they had basic training with how to use the swords, "Good talk man, seriously, you really contributed."

"Let me outta here!" one of the prisoners yelled out. His shirt was removed for some reason and he had short black hair similar to Tsukune's style, "I didn't mean to insult you sir! I didn't! I-I'll give you the money just let me go!" Kuyo didn't respond amd just kept walking. Suddenly the prisoner's arm became it's monster form with some sort of glowing aura and long claws attached to it, "Answer me you sonova bitch! What did I ever do to you! You hear me Kuyo? Let. Me. Out!" he tried to lash at Kuyo, but Kuyo merely smiled and palmed the prisoner and a blast of fire engulfed the monster. The prisoner collapsed and Ben hoped he was just unconscious.

"Criminal scum." Kuyo said while he straightened his blazer, "Did you really think you could assault me?"

"So that was Kuyo's power?" Tsukune muttered, his face scorn with fear. _Yeah now he speaks_.

Kuyo put his foot through the grating and began rubbing the sole of his shoe against the prisoner's skull, "This academy needs law enforcement. And we are the law! Anyone who defies us is an enemy of the school and will be treated as such and we WILL strike you down!" Kuyo removed his foot and spat on the prisoner, "If you wish to stay in school, then you WILL respect your Enforcers." Kuyo smiled and turned towards Tsukune, "Okay Mr. Aono...your turn. Show your true nature, just as he did." Tsukune didn't move, he just stared blankly at Kuyo, "Go on...prove me wrong, transform into your true form. Easy right? I mean it is if you really are a monster." suddenly Kuyo kicked Tsukune against the cell making a loud clang. _Oh shit!_ Ben thought. He quickly moved over to assist Tsukune, make sure he was alright. "Well? I'm waiting! Did you forget or are you...truly human." Kuyo practically had daggers in his eyes as he stared at the downed human.

"You leave him alone." Ben said in an extremely serious tone, "Do you not know who this man is? Tsukune Aono, more like Tsukune Oh No! This guy has stopped: Succubi, Lizardmen, Witches, Werewolves, gross Pervert Monsters, and so on. He is a monster and you are just scared of the likes of him." Kuyo not liking the accusation of being 'afraid' went to punch Ben, but he ended up wanting to put up a fight. That didn't matter as Kuyo easily overpowered Ben with more focus in his punch sending him into the next room, a closet. Kuyo's face was somewhat blank. He picked up Tsukune and tossed him into the same room as Ben.

"You two stay here, there's someone I need to see." Kuyo locked the door behind him and left.

Tsukune, in a bloody mess, crawled over to Ben taking deep breaths, "Ben...hggggh...on a scale...of 1 to 10...how much trouble are we in."

Ben, inhaling sharply and exhaling in fractured breaths, coughed out more blood and spit it at the door, "Honestly...we're boned." Tsukune chuckled a little, "Overall...I think us going out like this...is rather fitting. I guess, I always wanted to die...for my friends." Ben showed a bloody toothed smile causing Tsukune to smile as well.

"Bump it bro..." Tsukune said bringing his fist up in front of Ben's face.

oOoOoOoOoOoOoOoOo

Moka, Kurumu and Yukari were walking along a pathway get to the Enforcers hideout. Every once in a while they would spot a splotch of blood on the ground, "Eww, who keeps bleeding all over the place?" Kurumu asked. To her, very much disgusted, surprise Moka was sniffing the area near the blood.

"It's Ben's." she said with a serious face. Kurumu gave a questioned look, "Ben has a very distinct scent in his blood, I know because he asked me to drink it one time." her face brightened up in surprise, "This was his plan! Well, I mean, sort of. He had a feeling that something bad would happen, and he has made us a trail." Yukari practically gagged at the idea, but in the end the girls knew it was for the best.

Yukari was shaking in her shoes, "Geez, creepy cat figures, the Enforcers would hold up in a place like this..." the wind blew and Yukari began shivering.

"Come on...we have to save Tsukune and Ben." Kurumu said gaining a nod from Moka, "Let's go Yukari."

"I-I'm scared." Yukari said but went anyways, she had a debt to repay.

"Kurumu! What are you guys doing!" the girls gasped when they saw Gin had followed then and was sitting on top of one of the archways, "You'll only make things worse going in there without a plan!"

"What choice do we have!?" Kurumu yelled throwing her hands out, "Hang around out here and wait for them to kill Tsukune or maybe even Ben!" Kurumu spat in Gin's direction, "You make me sick Gin! All you care about is saving your own butt! I mean, what kind of guy doesn't risk his life for his friends?! Ben does, and he doesn't even consider us friends!" tears began to form in her eyes, same as Moka and Yukari who have all experienced the bravery of their American compatriot, "If you want to stop us, go ahead and try! Just know that I will never forgive you!"

Gin frowned and scoffed in anger, "Tch, fine, do what you want!" he shouted, "But ask yourself this question, if Tsukune really is a human, would you still go and save him, huh? Would ya?"

Kurumu looked down at her feet trying to think of an answer before she looked up again with the tears in her eyes being more apparent, "What a stupid question, of course I would. Did you honestly think that all of this was over Monsters vs Humans?" Gin, Yukari and even Moka were surprised at the answer. The girls then left, once again leaving Gin on his own.

oOoOoOoOoOoOoOoOo

Back with Ben and Tsukune, the two were still waiting for that 'someone' that Kuyo said he had to retrieve. Both the boys were in immense pain, but Tsukune noticed that some cuts that Ben recieved earlier had almost healed, "Wish I could do that." Tsukune said with a smile.

"Yeah, well, it comes with a price." Ben mentioned with a slight frown.

"Hmm? What's that?"

"You have a hard time staying down...even when you want to give up, you can't because you still have energy to move your bones and fight whatever is in front of you. You have a curse that practically requires you to do good, otherwise you are seen as a menace to society, and even then when you do all the good you can do the people will look at you like some freak that thinks they are above the law. 'Why does he wear a mask?' 'He's no different than a terrorist!' they say. But with each wound you take you get up and keep doing what you do anyways, because deep down you know it's the right thing to do."

Tsukune looked down at Ben's wound, "I take it those cuts go deeper than skin huh?"

Ben looked at Tsukune, smiled and tapped his chest, "Straight to the soul...and your ego...and your head." the two went back to silence for a short time, "But..." Ben started again gaining Tsukune's attention, "sometimes you take too many and you have to ask yourself: When is it too much? I think I'm at my limit Tsukune...I can't win, WE can't win...unless we get ourselves some sort of Ex Machina, we might as well as just call it a life."

Tsukune frowned at what Ben was suggesting, "We can't! We have to have faith!" Tsukune shouted in anger, "What about that speech you gave not even five seconds ago? What about that, never give up until we can't move!"

"It's a hopeless dream...one that isn't even my own. Though I guess none of them will be." Ben said the last part under his breath. Tsukune stared at Ben with fear evident in his eyes.

"Aren't you scared? Doesn't the idea of death frighten you?"

"...No...I've been ready since the day I was created. This is just...well, it's rather fitting, a monster like myself to be killed by an actual monster. Somewhat poetic really, I mean, if you get the reference."

Tsukune looked down at the floor before asking another question, "Is there anything you wanted to know before you die?" Ben had a look of deep thought before ge pulled out the paper he recieved earlier that morning and handed it to Tsukune.

"Translate that please?" Ben asked.

Tsukune took the note slowly before he cleared his throat, "Ben, I know who you are. You are different, you aren't one of us, but you have a reason for being here. Like you I have my reasons- all of which are tied to the Web of Life and Destiny like yours- " Ben blinked a few times before adjusting his body and Tsukune continued, "She told me your story and I'm sorry, sorry that you were dragged into a mess that was never intentionally meant for you. However, you are the best hope we have to help turn this school around. You may not know it, but you are as much of a hero as he is. You have all of his abilities, all of his older memeries, synthetic yes, but you have them. Please, help us rid the academy of this scum. This, police tyrant. It may take a lot of effort, but that's why I know you can help. I know you will help because out of all the abilities you inherited there is one that is the most favorable, you have his intense determination and will, to give it your all. I know you can do it.

"P.S. Thanks for letting me live.

\--Keito" Tsukune finished reading the letter that, to him, was extremely cryptic, "Ben, why was Keito writting to you? And What is she talking about." Ben slowly nodded his head a few times before he took back the letter.

"Fine, you win Web." Ben said under his breath, "Don't worry Tsukune, I've got your back."

"Wait are you-"

"I was asked to do one more fight, and to be fair, that means if I win, then my mission will be complete...My life will be complete." Ben checked his web shooters and quickly loaded in new cartridges into slots where the others were empty. He began getting up just as the door opened, and he saw someone who he never thought he was going to see again, "No..." in front of him stood Kuyo and the 'someone' he had to retrieve, Ms. Ishigami, the former art teacher that Ben and Moka took down last thursday. Or you know, like two chapters ago.

"Oh...it looks like you have already bloodied them, I thought we agreed Kuyo," Ishigami stepped forward and pinched Ben's cheeks, "you were supposed to reserve that right to me." she let go of Ben and he retaliated by spitting blood at her. She scowled at the American before backhanding him, "Know your place brat!" she quickly regained her composure and continued her rant, "The Newspaper Club stole both my position and my honor. They dragged my name through the mud, and tore the hair from my head. THEY ARE MY KILL! I'll beat them, rend them and turn all of their severed heads into stone!"

Ishigami approached Tsukune and stared into his brown eyes, "It's because of you that that vampire bitch ruined me..."

"Well Aono, I think we can see what you are now," Kuyo said from the back, "there's nothing stopping us from killing you now."

"You remember me don't you?" Ishigami asked Tsukune, he didn't give a response, he just gulped, "Back then, when I turned your very body to stone, I knew what you were. Yes, there is no mistaking that taste, I've had it enough times to not forget it." she smirked and her hair strand turned into it's snake form and went for Tsukune's face, "Well, you really showed me didn't you...human?"

"Enough Ishigami." Kuyo said causing the ex teacher to stop, "Now that the human has been exposed this is a matter of school security. The Newspaper Club will then be purged as it is a threat to the academy. And it is the job of the Enforcers to do so."

Ishigami scoffed, "So you think that your 'responsibility' is more important than my honor?"

Kuyo lit a fireball in his hand and pointed it at Tsukune, "Not my problem." he fired and just in front of him was an explosion where Tsukune was sitting. Kuyo laughed to himself proud with what he had accomplished, but when the smoke cleared he saw that Tsukune's body wasn't there, "WHAT!?" he heard a whistle and turned to his right to see Ben barely standing, holding Tsukune.

"Don't worry...I've got you, you aren't dying today." Ben whispered as he set the scared Tsukune behind him. Behind Ben, to Kuyo's and Ishigami's surprise stood the rest of the Newspaper Club- save Gin- with Moka holding tight to Tsukune as Ben stretched out his arms and popped his neck, getting ready for a fight, _Fuck this gonna hurt. That heat blast is hotter and much more deadlier than any Pumpkin Bomb._ Moka tried to have Tsukune pull the Rosary off of her chest, but he was so weak he couldn't even make a grip.

"Ben, he can't take off the Rosary!" Moka yelled, causing Ben to grimace, _Okay, not a problem, that just means I go one on one against this clown._ Showing her support Kurumu sprouted her wings and stood side by side with Ben. Yukari tried to do the same, but Ben pushed her back.

"Hey!" Yukari shouted, "I can help too!" Ben patted the top of her head with a slight smile.

"Sometimes Yukari, you have to think RPG." Ben said causing the young witch to cock an eyebrow in confusion, "Mages stay in the back. I'm a Palladian, Kurumu is our Archer...sort of, and Moka is our Tank." Yukari and the others were silent at the analogy Ben gave, "Trust me, I've thought about this a lot."

"So what does that make him?" Kurumu asked as she pointed to Kuyo, who's face is growing angrier.

"Tsukune Aono was found to be human, a danger to our kind," Kuyo started, "anyone who helps him is a traitor to every single monster!" Kuyo began to "Power Up" as flames ignited around him and Ben's Spider-Sense told him his opponent was getting more dangerous by the second, "I hereby find each and every one of you guilty of treason! I sentence you...TO DEATH! You lot will be no more than ashes and wind when I'm through with you!" Kurumu was physically shaking in place at the sheer power.

Ben gave a nervous smile as he turned to Kurumu to answer her question before, "You ever play Darksouls?" Kuyo held up his hand as a fireball was formed, "Kurumu move, NOW!" Kurumu did so as Kuyo threw his fireball directly at Ben who stayed still. The fireball collided causing an explosion, Kurumu was able to get a cheap shot on Kuyo's face as he was preoccupied with Ben, and she landed next to Moka and Tsukune.

"BEN!!" Moka yelled out tears beginning to form in her eyes. Kuyo smirked triumphantly and almost immediately frowned in dissapointment as the smoke cleared to show a giant web like shield, partially melted and on fire in some spots.

Ben tossed aside the web shield and smirked as sweat dripped down his forehead from the heat. "How does it feel?" Ben asked Kuyo, "How does it feel to realize you aren't hot shit?"

"Ben, seriously? Now?" Yukari complained causing Ben to chuckle.

Yukari ran over to Tsukune and immediately started a witch treatment to try and help his wounds, "Come on Tsukune, we have to treat those wounds and save you." Moka's eyes were practically overflowing with tears.

"Thank you for coming with us Yukari, you are a great friend." Yukari smiled and went back to work.

"Do you honestly think you scare me!" Kuyo shouted, "You are all trash beneath me! I will burn you all to ashes!"

"You know, my brother has a bunch of guys that hate him that say almost the same thing." Ben mentioned. He got into his southpaw fighting stance causing Kuyo to burst into hysterics.

"Y-You honestly think that you can take me on in a fist fight?" as he continued to laugh Ben looked behind him and saw something he liked and launched himself forward with a web-zip and kicked Kuyo in the chest. Kuyo frowned and swiped at Ben, but using his Spider-Sense Ben was able to duck underneath the swipe and sent several punches to Kuyo's gut making him reel back in shock. "I-Impossible, how are you this strong? You are nothing more than a Spider-Monster!" Ben only smirked before acting like his hand was a jack in the box and flipped off Kuyo. "You think you're funny!? You are nothing more than a nuisance!" Kuyo sent a powerful swipe at Ben, but he quickly retreated by web-zipping towards Moka.

"Oh Gin~" Ben shouted as he zipped backwards and in his place Gin, in his Werewolf form launched forward at Kuyo.

"Freshman are so much trouble." he said to himself as he hit Kuyo, but what looked like one hit was actually about a dozen due to the speed of a Werewolf. Kuyo was knocked backwards and broke through a wall. Gin jumped back to his group turning back to his human form. "New school rule just passed, anyone who attacks any member of my club...gets ripped to shreds!" Gin looked at Ben who only gave him a thumbs up as he bent over to catch his breath.

" _I am so calling Blade to take care of this shit._ " Ben said under his breath. Kurumu was delighted at Gin coming to help out after all, so much so that she rushed him to give him a hug.

"Oh Gin-" she was stopped suddenly as Gin extended his arm out and groped her chest much to Kurumu's surprise.

"Just a little prize for me for helping out right?" Kurumu then remembered why she disliked Gin in the first place as she slapped him across the face leaving a large red hand print.

Moka and Tsukune both laughed. Moka smiled at Tsukune knowing he was alright. Everyone regrouped back with Tsukune to see if he was alright and the mood was cheerful. All except Ben, who felt something was off, _That can't be the end of it...it's never that easy. And knowing my luck..._ Gin rubbed the back of his head still getting over the slap from Kurumu, but he was actually laughing about it. Ben walked past all of them and stood where he stood once before when he confronted Kuyo, "Ben what are you doing? It's over, relax." Gin said, but he spoke too soon as Kuyo rose from the rubble and a firey aura began to take over. Everyone's eyes widened in shock as Kuyo death glared at the members.

"You...dare make a fool of me! You think that this is some game! I Kuyo, leader of the Enforcers, will make sure to send every single one of you to the firey pits of Hell!"

Moka was first to open her mouth to form some response, "Oh..."

"My..." Kurumu continued.

"God..." Yukari finished. They found out Kuyo's true form, a Yoko, the second strongest monster. Each member trembled with fear, but to their surprise Ben was calm and level headed.

Ben snorted and cocked his head back at the other members, "Remember when I asked if you guys had ever played Darksouls?" Ben asked one more time before getting into a fighting stance, "This is his next form."

 **Back to the Future theme...**

 ** _To be continued--_**

 **A/N: Next chapter up faster than expected because...well this chapter just felt easier for some reason. So go ahead, call me a liar, "Nerd you said this wouldn't come out for awhile but here it is!" Yeah yeah, listen, I've just had some writers block for the other story lately and this is the only one that my creative juices have been flowing on, and don't worry about lack of fight scene, that comes next chapter. Okay, one more thing I should mention is that the next chapter marks the end of Act 1 of this story, and the begining of the next act will start with the troll duderino from the end of volume 3 of the manga. Okay, well I'll see you guys next chapter.**

 **PS I'm thinking Keito having a huge crush on Ben, what do you think?**


	6. Battle or Dominance

**Battle for Dominance**

Kuyo now stood in front of the newspaper club in a firey aura as he revealed his true form, a Yoko. Yoko are considered the second strongest monsters being just behind vampires in abilities. Ben snorted and cocked his head back at the other members, "Remember when I asked if you guys had ever played Darksouls?" Ben asked one more time before getting into a fighting stance, "This is his next form." the fox monster was not amused at the "Joke" that Ben tried to make. He let out a wave of power that made most of the members fall flat on their ass, but Ben stood strong thanks to his adhesive tendencies.

Gin recoiled in absolute fear, "A-A Yoko? One of the strongest monsters in all of Japan...worshipped by some as a God?! This is Kuyo's true form?!" the heat intensified as Kuyo powered up, "The flames are so hot...our powers can't touch him. How could we beat him." Ben took a look at his surroundings trying to gauge something that could give him an edge, but when he found nothing he felt there was only one thing he could do. Ben raised his hands in the air and balled them into fists before he quickly brought then down spraying a large layer of webbing over his fists making a pair of webbing boxing gloves.

" **Tsukune Aono... Human!** " Kuyo shouted, his voice slightly distorted from his monster transformation, " **The born enemy of monsters. And now he knows about the Academy and could betray us all!** " Kuyo shouted fire erupting from his nine tails, " **He could lead an attack against us! He could be our death!** "

"Now may be a pretty bad time to tell you guys that I'm not a monster, but I'm actually a Metahuman." Ben mentioned causing the room to go completely silent.

"...WHAT/ **WHAT!?** " Everyone shouted in surprise and others in anger.

" **So...two humans?!** " Kuyo asked in disbelief, " **Is this your attack? How could two humans get into this school?** " Kuyo's anger flared more as apparent by the flames erupting from his body, " **This is you Newspaper brats' fault! Showing sentimentality towards them...Defending them!! Well...this madness ceases now!** "

Tsukune rose to his feet fear present in his face on what could happen to his friends, he looks at Moka...as if it will be the last time he sees her, "Don't give me that look." she said. Moka turned to Tsukune and gave him a reassuring smile, "It's okay...we're all here by you." as she said that Kurumu and Yukari slid in front of Tsukune to form a wall of defense.

"Don't move Tsukune...you're hurt." Kurumu said with a smile.

"I'll give you more medicine after this." Yukari said with confidence in her voice.

"Tsukune..." Gin started by rubbing the back of his head, "I'm sorry but...I need to know the truth. Are you really human?" Tsukune gulped at the question.

"Well...you see-"

"Kidding! Don't answer that!" Gin said as he tossed a piece of rubble at Tsukune's crown, "You can't reveal your true form at school anyways. That's rule number one remember." Gin turned towards Tsukune and smiled, "Plus, no one wants to know your true form anyways." he then turned back towards Ben, "You though...don't be surprised if you don't make it out of this alive."

Ben gave a slight smirk, "Don't worry...I didn't plan to."

Kuyo grew more impatient at the club members, " **Fools! You won't even make him reveal his true nature? You are a complete disgrace to our kind!** " Kuyo's tails began to form fireballs at their tips and Gin's eyes widened as he saw that Kuyo was about to fire. " **Now DIIIIEEE!!!** " but before Kuyo could launch his fireballs Ben was in front of him and even through the excruciating heat, punched the fox directly in the snout causing him to lose control and launch the fireballs at the walls instead. " **W-What?!** "

"What's the matter you Furry freak? did you forget about me already?" the gloves had already begun to melt but Ben kept constant pressure on the trigger mechanism so he could reapply as needed. He went in and was able to get two more punches on Kuyo before he was tailswiped backwards with his shirt on fire. Ben removed it revealing the many scars on his back and chest. Every bullet wound, every sword slash, the glider stabbing. When the others got a closer look they could see the inner part of his arms had many scars as well. Ben took off the melted webbing and reapplied it so he had a fresh pair. "Pretty good...for a stupid mutt." Kuyo growled at the insult, "You know...I feel like I know you." Ben started, "Yeah, yeah, aren't you that guy that was locked inside the soul of some kid? You know, and you went on ninja adventures and shit? Or...was that an anime?"

"What is he doing?" Kurumu asked, "Is he crazy?" the group looked on as Ben stood against one of the strongest foes any of them would face, somehow...he was surviving.

Gin's eyes widened, "He's giving you time..." Gin looked at Tsukune and his current state, then back to Ben who was surprisingly lasting longer than expected, "And he can't do it on his own!" Gin transformed and ran after Kuyo to assist Ben. Gin blindsided Kuyo and was able to get another dozen punches in, it hurt like hell, but he knew Ben couldn't do this on his own.

" **FOOL!** " Kuyo lunched fireballs at Tsukune and his friends. Ben was closest and began forming another webshield, but he was shoved out of the way by Gin who took every hit head on.

"GIN!" Kurumu yelled out. Gin didn't respond, he just looked at Tsukune, smiled and collapsed. Tsukune was speachless at what happened, he wanted to say something but his voice got stuck in his throat. Ben got up and saw Gin down and felt a strong pang in his chest.

" _Ok...I see how it is._ " Ben walked in front of the other members and took Gin's spot, " _We aren't done here!_ _Are you ready for me?! 'Cause I'm ready for you!_ " Ben removed his web gloves prefering the full range of motion and sling shot himself at Kuyo, who tried batting him out of the air with his tail, but Ben used a web to launch him over Kuyo's attack in mid air. Landing behind Kuyo he tried to attack his flank. Kuyo saw this and swiped at him again, but this time Ben was prepared by shooting himself underneath Kuyo's legs and sending a furious uppercut to his jaw, one of the strongest he could muster. Kuyo recoiled slightly, but was overall unfazed by the attack.

" **You have no chance of surviving HUMAN. Give up now and accept your fate, maybe I'll be merciful.** " Kuyo said.

"Yeah, and every girl on the internet actually IS a girl. Sorry, but I'll take my chances." Ben retorted causing the fox to snarl at him.

" **Have it your way.** " Kuyo said as he transformed himself into a form that was half his human form and half Yoko form. It was his 'Ultimate Form', "You've only made things worse for yourself." Kuyo said his voice now back to how it was.

"Oh, what? You transformed already? That is so lame, what kind of Final Boss are you-" Ben couldn't finish what he was going to say as Kuyo launched forward at a speed he hadn't shown the whole fight and punched Ben in the gut followed by using one arm to slam him into the ground.

Kuyo towered over Ben as he prepared his fireball, "Any last words before you are nothing more than dust in the wind?"

Ben coughed out some more blood before he chuckled, "You...look like...Princess Zelda... _F_ @%" _Sweet release...Finally._ Ben smiled as he awaited his fate.

"Aren't they wonderful...friends. Wouldn't you agree Tsukune?" _Oh god, he's monologueing._ Ben thought as he rolled his eyes, "Aren't you glad they came to 'save' you. Now...you get a front row seat as I finish off Reilly and then destroy each one of them one at a time." Kuyo's fire in his palm intensified as he aimed it at Ben's face.

Tsukune's eyes widened as he tried one last hope, "WAIT! We were wrong! I'll out myself out and take the punishment." Kuyo smiled as the fire retracted to his palm. Tsukune held his arm in pain as he trudged towards Kuyo trying to bargain with him, "But please...it wasn't their fault, just let them go. You can kill me, but please spare the others." Tsukune started to drop tears in his pleas, "They're my friends...I don't care about whose a 'Monster' or whose a 'Human' they are all my friends no matter what. So please...just let them go." The room was silent as Kuyo stood facing Tsukune expressionless. Soon he grinned which turned to a chuckle, then a laugh. Kuyo laughed at the bargain.

"How very noble of you, perhaps I was wrong about you." Tsukune looked hopeful at the mention, "But if you think I'm not going to kill all of you, you're sorely mistaken. In fact, I'll start...with her..." Kuyo held his hand at Moka, and Tsukune immediately sprinted toward her to block the attack.

Just as Kuyo fired, a web ball hit his wrist throwing off his aim and instead of hitting Moka and Tsukune as he went to defend her, it hit off to the side, sending the two flying through the air. Kuyo grimaced in annoyance as he stared at his hand. Tsukune struggled to get up, but he was able to crawl to Moka and check on her. Luckily she was still conscious. "I'm okay Tsukune, but...how did he miss?"

"You FUCKING idiot!" the two looked up to see Ben up again fending off Kuyo on his own. He jumped on Kuyo's shoulder, webbed his hand and made him punch himself a few times before he was thrown off. "You had one job Tsukune!" Ben continued to yell as he dodged more attacks by Kuyo, "I mean, I'm out here practically committing suicide trying to buy you time, and YOU'RE not using it! Damn man, we have a trump card in our deck and you are waiting until the last possible second to use it!" Ben was smacked back and actually landed next to Tsukune and Moka, "But I guess...If you want something done right..." he placed his hand over Tsukune's and had him grip the Rosary, "do it yourself." as he said that he made Tsukune rip the Rosary off of Moka's neck. Kuyo shot a fireball at the group as Moka was in the middle of her transformation and Ben jumped to the front and crossed his arms, bit was pushed aside as Tsukune instead took the hit. Ben looked at Tsukune who was now heavily burned and felt an overwhelming sence of anger flow through him, but not at Tsukune for doing something stupid, he was angry at himself for letting it happen.

Moka's transformation completed and Kuyo saw what she truly was. "The Vampire...said to be invincible and strongest of all monsters." he let out a small chuckle, "What fun! The first one I see I get to kill!" Kurumu and Yukari had limped over to Tsukune with the latter helping Ben onto his feet.

"He's not breathing!" Kurumu exclaimed, "What do we do? Yukari, do you have anything?"

"I don't have anything to deal with that." Yukari mentioned searching through her bag trying to find something that could help her friend.

Moka held Tsukune closer to her, "Kurumu...stay back," Moka opened her mouth showing her fangs, she leaned forward and bit down on Tsukune's neck. Ben at first recoiled at what she was doing, but then he realized what she was doing. _She's saving him._

"Are you serious?!" Kurumu yelled, "Drinking his blood in a time like this, are you crazy?!" Moka released Tsukune and gave his body to Kurumu.

"I didn't drink his blood, so don't worry. I merely gave him a portion of my blood." Moka began to walk towards Kuyo and stopped at where Ben was standing.

"That...could work." Yukari mentioned, "After all, Vampires are invincible creatures whose healing factor is unparalleled." _Arguable._ Ben thought.

Moka nodded, "Right, but there are some draw backs." she cracked her knuckles to get ready for the fight against Kuyo, "1) it may not work. 2) It will make me weaker." she looked at Ben, "I assume you can guess what three is."

Ben nodded, "But that's only if you gave him too much right?" Moka gave him a sly smirk.

"My my, seems like someone has done their homework." her smirk disappeared as she gained a more serious expression, "How are you feeling?"

"Like he should have killed me twenty minutes ago."

"Good, so you can still feel. Guess that means you can still fight." Ben nodded and the two made their stride to confront Kuyo.

"It's Ben, by the way." Ben said to Moka.

"What?" she asked in response.

"We never had a proper introduction to each other, every time we met it was like seeing a coworker who you kinda know, but you don't acknowledge. I just wanted to introduce myself before this was over." Ben and Moka both stopped several feet away from Kuyo.

"My name is Moka Akashiya," she said humoring Ben, "It's been...interesting to know you."

"Enough!" Kuyo yelled, "Are we fighting or are you surrendering your lives?" Moka and Ben looked at each other before they nodded and got into a fighting stance. Kuyo dashed forward to attack and Moka countered by launching her foot up and kicking him in the chin. She followed up by launching a flurry of kicks at Kuyo, but something was wrong, and as predicted her strength wasn't what she was hoping it'd be. "Ha! Is this the strength of the invincible vampire? You didn't even leave a bruise on me!"

"SPIDER-STING!!" Ben came from the side and socked Kuyo in the jaw knocking him ten feet away, "She may have not left a bruise, but I bet I did you prick!" Kuyo got up and rubbed his jaw, as he stood up he tasted iron in his mouth and spit what turned out to be his own blood.

"Dammit." Kuyo cursed silently.

Moka gave a confident smile, "You know, I had this whole speech ready talking about how if Tsukune didn't live I'd tear you heart out and grind it with my heel. But, I think that Ben here would be willing to do that job for me." Kuyo frowned at the threat, "What's the matter Kuyo, scared of a supposed Meta? Is this why you hate Human's so much? You're scared that they will defeat you?" Moka flipped her hair behind her face, "But you know what Kuyo," Moka closed her eyes and frowned before looking back at the angered Kuyo, "I'd much rather do it myself." saying that she dashed forward and extended her fist punching Kuyo in the face who in turn kicked her shin, followed by a punch to her gut, then he knocked her back with a slap, and finished by launching a fireball at her. Before he could finish the combo Ben webbed Moka while she was flying and twirled her so that she could avoid the blast, swinging her back to Kuyo and kicking him in the face.

"If you think you can get rid of me that easily, you are sorely mistaken!" Kuyo shouted as he dashed at Ben, _SPIDER-SENSE!_ Ben dodged the swipe sent his way and countered with a thirty hit combo. Kuyo retaliated by tailswiping Ben again and stomping on his wrist, breaking his webshooter and fracturing his right radius.

"AAAAGGGGHHH!!!" Ben cried out in pain, " _Fuck!_ " Kuyo pointed his palm at Ben, but was shoulder bashed by Moka.

"Tch, you are becoming a nuisance!" Kuyo said as Moka dashed at him one more time. He let out a devious grin, "I've got you!" putting out his hand he hit Moka point blank with a fireball, knocking her to the ground seething in pain. Moka gripped her leg touching the freshly burned skin, "Haha, so this is your true power. How...underwhelming."

"I gave Tsukune so much blood, my power is practically drained." Moka said to herself. Kuyo walked over to Moka, but of course Moka wasn't going without a fight. Ignoring the seething pain in her leg she got up and tried to one hit kick Kuyo like she had done to multiple people before. Unfortunately Kuyo got the best of her by kicking her to the ground instead. _Shit Moka!_ Ben cried out in his head.

Kuyo stood above Moka looking high and mighty with his arms crossed, "You've been weakened." he said as he spat near her face, "Weakened because you drank the poison of friendship with a human. It seems I must purify you by burning you to ash!" Kuyo held up his hand as a large vortex of fire formed with it, "This is the last thing you will see, now die! VORTEX OF FLAME!!"

"Ha,"

"Are you still alive?" Kuyo turned his head to see Ben standing in front of him with his hand limp, but his left was covering his face as he laughed.

"'Vortex of Flame'... is that what you fire using monsters call your herpes?" Ben laughed, "Man, you are lamer than fighting Dracula at the begining of 'Symphony of the Night'." Kuyo looked at Moka and back at Ben and decided he'd focus his aim on Ben instead.

"You have been a thorn in my side for to long. DIE!!" Suddenly a flash of light shone and lit up the whole room, "W-What? Who could that-" Before Kuyo could finish he saw who was the source of the light and his eyes widened in surprise.

 **Music Que: Die- Jeff Williams**

Tsukune Aono stood tall in front of Kuyo, _Good._ Ben thought, _he'll be a vampire...but at least he can live a life._ "You-Your wounds, they should have killed you!" Kuyo shouted out, but Tsukune stayed silent, "Then you're not human! No human could produce this power! Dammit Ishigami, she played me like a fiddle!"

Ben saw how distracted Kuyo was and got an idea, "Moka," he shouted, "Full Nelson!" Moka nodded and did so.

"W-What are you-" Kuyo started.

"No idea!" Moka responded, "Ben?"

Ben flexed his left arm as he stared at Kuyo, "Alright Kuyo, you've attacked my acquaintances, broke my wrist, burned my fucking Jordans! But none of that compares to you trying to kill my friend! Tsukune Aono! Now, I'm going to deliver a special directly from the skyscrapers of New York!" Ben webbed the wall behind him and dashed at Kuyo bashing into him causing him to spin into the webs and for Moka to let go. Ben bounced off the wall and did the same thing and repeated that multiple times until Kuyo was suspended in a thick layer of webbing above the ground connected by dozens of strands connected to the wall. "I call this a MAXIMUM SPIDER!" Ben turned behind him, "TSUKUNE, KICK HIS ASS!" Tsukune ran towards Kuyo at full speed and delivered a single punch that broke Kuyo out of his web prison, knocked him into the wall behind him, and knocked him unconscious. With a concussion more than likely. Tsukune managed to take a few more steps forward going to Moka, and then collapsed.

"Oh my God, Tsukune!" Kurumu yelled out as she and Yukari ran towards him. Kurumu held Tsukune in her arms propping him up thankful that he was stil breathing, "His wounds are practically gone." she mentioned. Yukari was the nice one and helped Gin onto his feet again as they too approached the group.

Ben hobbled over to Moka and helped her get up. She smirked as she stared down the unconscious form of Kuyo, "Well, what do you think now? Is there still any question whether Tsukune is a legitimate student of this school or not?" After her triumphant 'I told you so' moment, Moka went to assist Tsukune when Ben suddenly collapsed due to injures. Moka gasped in slight surprise and took notice at the extensive damage he had just received, several deep cuts, bruises, his practically broken wrist, more bleeding in his mouth, and sever burns all across his body. "How do you feel?" Moka asked.

" _Like shit._ " Ben replied in english. Moka nodded.

" _I can try my best to help you._ " Ben gave her a thumbs up. Moka opened her mouth again showing her fangs and went for Ben's neck until he stopped her, " _What's wrong?_ " she asked.

" _It won't work...trust me._ " Moka frowned but nodded all the same. Moka lifted up Ben and began to take him to his dorm.

"You three," Moka said gaining the others attention, "Take Tsukune back to his dorm, and let his injuries heal naturally with the vampiric blood. I'm going to help Ben." the others all pick up Tsukune and carry him back to his room as instructed. Just in time too, as the other members of the Enforcers came into the room to see all of the carnage.

oOoOoOoOoOoOoOoOo

After leaving the room early in the fight, Ishigami had decided to watch from afar. Now, not only had she found more hatred for the Newspaper Club, but she also had a newfound interest in one of it's members. "So, he's a Metahuman is he? Well, let's see how powerful they can really be." With that Ishigami made her leave from the archway she was standing on and went into hiding again, "I need to get better help."

oOoOoOoOoOoOoOoOo

 **Moka**

oOoOoOoOoOoOoOoOo

Moka carried Ben back to his dorm, but had some trouble opening the door. " _It's locked._ " Ben said. For the few words they exchanged the two had been conversing in english. 1) It made things more private out here. 2) Moka was certain that Ben's memory senses are too messed up to remember a second language. " _My keys kinda got messed up...J-Just kick it open, I don't care._ " Moka nodded and power kicked the door open, but what she saw was nothing that she expected to see. Where she thought she would see a semi-clean, full of western merchandise dorm room, she instead saw a room where the walls have dozens of fist shaped holes, broken glass and blood stains.

" _What...the hell?_ " Moka was at a loss for words as she placed him on his bed. She looked near the bed and saw the shards of glass on the ground with blood covering them. She then thought back to the day that her other saw him come to the Club with bandages covering his hands. " _That day you covered your hands..."_ She started, " _That was from these wasn't it._ " Ben sadly nodded his head the best he could. Moka looked at his arms and saw the cuts, " _You did that to yourself...didn't you?_ " again Ben nodded.

" _It doesn't matter._ " Ben said dryly.

" _Doesn't matter? Doesn't it hurt? Aren't you a human?_ " Moka asked, completely confused at why he would want to hurt himself.

 **Music que** **Hurt- Johnny Cash**

" _It doesn't matter because I don't belong her Moka!_ " Ben nearly shouted.

" _Well, just because you are a human. Humans aren't-_ "

" _I'm not talking about the damn school!_ " Moka was slightly startled by the outburst, " _I mean, I don't belong with the living..._ "

" _I don't...understand._ " Moka said not getting what Ben is talking about.

" _I don't belong here because I'm...because I'm..._ " and then it happened. The several months of nightmares after his realization, his realization itself, finally broke him...and he sobbed, " _I'm not real Moka..._ " he continued to sob as Moka sat on his bed silent. " _Everything you see about me is synthetic! I'm fake! My face, eyes, hair, muscle structure, my fucking memories! All are false, they aren't my own._ "

" _I...don't understand._ " Moka said again.

" _I'm...a clone Moka._ " Moka was silent at what he said, " _A couple of scientists wanted to play God and took the genetic template of a Metahuman super hero named Spider-Man...and made dozens of clones._ _Each one of us were hard wired to destroy the other clones we came into contact with. We were convinced we were the real one. I was the only true successful clone, the perfect clone. The others...they were destroyed, by my brother, a failed clone named Kaine, my template, and myself._ " Ben paused to sob more taking breaths trying to collect himself, " _I have nightmares of destroying them...when we die we turn into dust! Their screams! The worst part of everything is that, I was so perfect that when I found out that I was the clone...I didn't know what to believe. I don't know what reality is anymore. I feel like I'm trapped inside some hellish purgatory called 'Yokai Academy'!_ "

" _That's fair._ " Moka muttered. suddenly she was gripped around her waist as Ben pulled her for a hug.

" _Please..._ " Ben looked up at Moka, his eyes watery and the blood mixing with the tears that had streamed down his face, " _end my suffering._ " Moka's eyes widened at what she was hearing, " _Kill me..._ " Time seemed to slow down at those words. Moka couldn't make heads or tales of it. Was it truly what he wanted? She thought back to when he got here, the things he did, the things he said. _He was never afraid to die.._ Moka thought to herself, _Even what he said as he fought Kuyo...he was willing to die. He wanted to, he was expecting it._ _Oh. My. God._

Ben continued to sob as Moka released his weak grip from around her waist, " _Ben, listen to me._ " Ben looked up in surprise, " _I'm not going to kill you. You don't have to die._ "

" _Please, I'm not even-_ "

" _I don't want to hear it!_ " Moka stood up and pointed at Ben, _"You say you are fake, yet you are one of the most real people that I've met here! You don't hide behind a facade of pretending to be human, or monster. You show your powers at all times with your web mechanisms. You may have been cloned from someone and given their memories, but you can't hard wire free will. It was your choice to be who you are, you didn't have to follow in your template's footsteps but you chose to. You didn't have to help Yukari, someone who you barely know, but you did...because you chose to. Even Kurumu, somone who you had the least contact with you helped her...because YOU made a choice, not anybody else._ _So now a choice is given to you here and now. You can sit there feeling inadequate and give up, or..._ " Moka held out her hand in front of Ben's face and gave a genuine, empathetic smile, " _you can choose life, and see how far this choice gets you. So, what is it going to be?_ "

Ben was dumbstruck, where once he was full of fear and uncertainty he now had a choice that presented him near absolute certainty. He looked at Moka's face, and where most would see a scary vampire, he saw something different. He saw a halo above her head and a blessed light shine on her. Where some saw a monster, he saw an angel. Taking her hand Moka helped Ben onto his feet and brought him in for a hug herself, " _Good choice._ " Ben smiled and joined in the embrace as best he could, " _Don't get used to this._ " she said coldly and Ben actually laughed.

" _I didn't expect to...Thank you Moka._ " after their talk Moka began to leave his room when she looked back at him one last time.

" _Will you be okay?_ "

Ben held up his his right wrist and finally broke off the crushed web-shooter, " _Yeah, I'll be fine._ " Moka glared at him signifying that wasn't what she meant, " _Yeah... I'll be okay._ " Moka nodded and gave Ben a thumbs up as she left the dorm and began to head to her own. Then a thought hit her, _Craaaap! Tsukune still has the rosary!_ she let out a deep sigh before spinning on her heels and stomped to Tsukune's dorm.

In her head Moka's 'Outer' self, who can still see what happens was absolutely losing her mind with glee, _Oooh, I'm so proud of you! Look at you making friends, breaking out of your shell. Shut up. I think you like him... If you don't quit, I may just stay in this form and avoid your 'friends'. AGH! I'm sorry, I'll stop!_ Though she didn't admit it, Moka felt rather good about herself for helping Ben, "Maybe he's on to something with this vigilante thing he does."

oOoOoOoOoOoOoOo

 **Ben**

oOoOoOoOoOoOoOo

Back in his dorm Ben was starting to clean up the mess that he had been calling home. " _You know looking back on it, I can't believe I was sleeping in all of this._ " Ben said to himself as he picked up the shards of glass from the ground, " _I guess I didn't realize how bad it was...until she came._ " Ben thought back to how he viewed 'Inner' Moka, " _I guess...maybe there's a God after all._ "

There was a knock at Ben's door that caused him to drop everything that he was doing. "I'm coming just...give me a couple of seconds!" Ben was currently in his small kitchenette throwing away the glass that he had picked up. He walked out into the living/bedroom and stood in shock as he saw an all to familiar face. Keito.

"You know...you should really fix this place up, avoid a fine later on." she said as she ran her hands along the wall.

Ben was at a loss for words, he was just fumbling with his tongue, "Y-Y-You...um no, I mean, w-what are you..." Keito held up her hand to stop him from talking.

"There are no hard feelings if that's what you were going to ask." She said with a cool smile as she nonchalantly sauntered into his room.

Ben's eyes were darting back and forth across the room while he freaked out at what was happening. _Can she do that? She just did that. Is she aloud to do that?_ "To what do I owe the honor of letting in the...um...second in command of-"

"It's Leader of the Enforcers now, actually." Ben gulped, "After you and your friends defeated Kuyo the headmaster deemed he was unworthy to be a competent leader. So, naturally, I took over. Now I begin my reign with the New Enforcers."

"Wow they did that already? It's been like twenty minutes!" Ben said baffled at how quickly the school could work if it wanted to.

"As said, Kuyo was found to be unfit, he falsely accused a student as being human, and he let his arrogance get the best of him."

"So what? The Headmaster said he was to **hotheaded**? Did he have a problem **chasing tail**? Eh, get it? Eh?" Keito was speechless. To Ben she looked completely confused. "Because...he can manipulate and create fire? Hotheaded. And...he's a fox, which is a type of dog, and dogs chase their tails? No? Ok." Ben chuckled and gave himself a high five regretting his decision immediately.

"Anyways..." Keito continued, "Since I'm starting a new batch of Enforcers, I'd like some extra help. And, I was hoping you would be my second in command?" Keito asked fluttering her eyes at Ben.

"I'd love to, but...I'm kinda already with the Newspaper Club, and I really like it there." Ben said with a shrug, "Sorry."

Keito frowned at the response but immediately smiled again, "It's fine! I wasn't expecting you to actually join, but I still thought I'd ask." with that Keito respectfully bowed before she left, "Good work on your misson Scarlet Spider, I hope to see you again soon." as she was leaving Keito saw the letter she had written for Ben sitting on a desk, "Did you read it?" she asked pointing at the letter in question.

"Hm? Oh, yeah, well I had it translated. Actually, if I'm being brutally honest it was your words that made me actually take on Kuyo."

"Really!" Keito clasped her hands together in joy.

"Yeah, if it wasn't for your letter...I probably would have given up, but you helped me out by reminding me I still had a job to do. Plus I couldn't give up on my friend." Keito's face became flush with pink before she gave Ben a huge smile that he swore lit up his room, "Well, I'll be seeing you around Spider-Woman." Ben was about to return to his kitchen when Keito stopped him with a web strand.

"Hold on," Keito dug into her pocket...at least Ben hoped there was a pocket underneath her blazer, and pulled out a badge. She tossed it to Ben and he caught it easily.

"What's this?" the badge itself was brass and looked like it belonged to a detective.

"That's an Enforcer badge, show it and you get access to most anywhere in the school. I figured you would need it in case you pursue some...'Nightly Curriculars'." Keito said with a wink before turning on her heels and leaving his room.

" _I'm an honorary Enforcer? Badass!_ " Ben finished most of the clean up process and figured he should get some rest so he could heal. _Eh, I'll fix the walls tomorrow._ Ben lied down in his bed and for some reason his face lit up with a huge smile. _I have friends, I have allies, the police love me. And I have never been happier in my life! I think...I'm gonna like it here._ Ben finally closed his eyes and for once he awaited the dreams to come.

oOoOoOoOoOoOoOo

 **Keito**

oOoOoOoOoOoOoOo

Keito walked to her own dorm, but she kept having this feeling with her, _Ugh! Why can't I get him out of my head!_ The whole walk back she kept thinking of Ben and the feelings he made her feel, _I was supposed to be his ally, but this is much different than what I expected._ Every thought she had about him her heart would begin to race, "Why can't I stop thinking about him?" she looked at the web strand in her hand that she used on him earlier. Not being able to contain it anymore she jumped into a tree and practically screamed it to the world, "It's because he's dreamy and nice and he doesn't fear me! He has powers similar to mine, and he's a human!" Keito covered her mouth as she realized what she said, "Oh my God he's human...But I don't care! He's human and he's like me! Haha! And I like him, more than I have liked anything before! Oh Ben, my sweet, you make my heart race just by saying your name! If only I knew that you felt the same way!" Keito jumped from tree to tree back to her dorm singing out loud about her newfound affection towards Ben Reilly.

 **A/N: What the ass? Three days? Damn man, I guess it's that hype from Fifty shades *Booing Intensifies* I'm kidding, I'm kidding, of course I'm pumped because Black Panther is coming out, I mean, Fuck Valentines Day! It's a dumb made up holiday anyways. That being said, how was your guys' Valentines? All I did was watch tv and play Xenoverse 2. I started watching Sword Art Online, reason? The abridged version. You guys ever notice how the abridged versions always do that support the official release bit? Yeah, I would if Aniplex weren't money grubbing assholes! Seriously 48$ for the first 7 episodes of SAO 1. And it just isn't SAO, they do this with Kill la Kill, Gurren Laggan, basically anything that Aniplex has the dubbing rights for they make it overly expensive. Funi can be guilty of this too, but I only had that problem with Hellsing Ultimate. You get 3 episodes for the first two volumes, then the last two volumes you get 2 episodes, but it's okay because each episode is an hour long which is more understandable than Ani with Kill la Kill. But again, 40$ for three hours is pretty shit. I saw the complete first season of Dragon Ball Super at walmart the other day, on bluray mind you, and it was 40$. It's not as great sure, but it proves my point. Anyways I'm ranting at this point, let me know what you guys think via PM, comment what you thought about the chapter and remember to recommend this to your friends if you think they'd dig it.** **Before this officially ends I have one more question, How Rated M should I make this story? Because, if you guys are reading this I assume you know, Rosario Vampire gets really...what's the word? Lewd is too nice and Hentai is too far...Fanservicey? Yeah, fuck it Fanservicey, new word.**

 **Fanservicey (Fän - sir - vis - ee) v. The act of being full of fan service.**

 **e.g. Rosario Vampire, Highschool od the Dead, Highschool DxD, My Girlfriend is a Gal, School Days.**

 **Also I censored Ben, I just don't want flak, someone sent me a mean PM once because I said "Gay" in one of my stories, so I'm just gonna censor it, you guys already know what it is.** **Anyways, how M should this be? Like, would you guys want a lemon if it came to that? Or should I leave it to the imagination? I wouldn't put one in the story right away, it'd be farther down the line. Also how would you guys like a chapter all about Keito? You know, her exploits of being a leader now and her chase for her one true love. Let me know what you think in the reviews. Okay, I've been rambling long enough, Later Guys!**


	7. Trollin'

**Trollin'**

Ben was happily asleep after the battle against Kuyo. He was in constant pain from his injuries, but nonetheless, happily asleep. He was dreaming of an open meadow with a single tree to provide shade from the intense heat. Beautiful Lilly flowers covered the meadow as the wind gave a calming breeze. He was alone relaxing underneath the tree as it's petals floated passed him. Then came another person who lied down next to him, he looked to his right to see the 'Inner' Moka lying by him with a blissful smile and adorning an angelic glow. "Ben..." she said quietly as she moved closer, "Ben.." she said again as she moved even closer and closed her eyes, Ben did the same and moved closer to her both of their mouths opening for embrace.

 **Ben.** Ben opened his eyes to find himself in a dark void with only a single light at the center that showed a table, two fold out chairs, and a large grandiose throne looking chair. **It's not a throne, it is simply a chair of my design.** Madam Web: Guide for the Spider-Men across all universes. At least, that was how Ben saw it. **Please. Sit.** **Our other guest should be here shortly.**

Ben did so and immediately tried to readjust himself in the seat, "Geez, you've been around for how long? And you still can't get anything better than Wal-Mart foldable chairs?" Ben asked with a short chuckle.

 **It seems someone is in good spirits.** Web mentioned as she cupped her hands together, **That girl seems to be rather special to you.**

Ben had a light blush on his face, "Yeah, I mean, she's pretty cool. She saved me from myself, and she's definitely the strongest ally I'll ever have." Web smiled again at the secret vigilante. "Umm," Ben coughed into his hand to try and change subjects, "when is this guest going to get here?" just as he said that screaming was heard as someone came falling from the top of the void and landed with a hard thud in the chair next to Ben.

"Geez," he started, "you've been around for how long? And you still can't get anything better than foldable chairs from Wal-Mart? Also, do you mind, like, NOT calling me here while I'm sleeping. It's kinda weird." the other person in the void, Peter Parker: The Amazing Spider-Man!

"P-Peter?" Ben asked, unsure at first because he looked different from the last time he had saw him. Peter turned his head and saw Ben and his eyes instantly lit up with excitement as he pulled Ben in a hug and began jumping up and down.

"OH MY GOD! Ben, it's been so long!" Peter shouted excitedly as Ben just stood there letting Peter hug him, "Aw dude, I missed you!" Peter stopped jumping and Ben returned the hug with a single tear rolling down his cheek.

"I-I've missed you too." Ben said with a smile growing on his face. Peter released Ben and looked him over.

"Dude," Peter started and pointed at Ben's bruised wrist, "what happened to your hand?" Ben lifted up his hand and saw the bruise that stretched from the top of his wrist to the middle of his forearm.

"I...got into a fight." Ben said still in disbelief that Peter was here. Ben looked over Peter and saw a few cuts on his body, "What about you though? What's that from?" Peter rubbed his face and laughed.

"Oh, yeah. I got into a spar against one of my friends down in Remnant...that's the world I'm in right now." Peter said trying to catch Ben up, but Ben just gave him a smile that signified he already knew, "And after the fight she was all like, 'Hey we should train together!' and I was all like, 'Sure, Why not!' and she was like, 'But it should be with our teams!' and so I have been learning how to fight from my friends, I've got a nice mixed martial arts thing going on right now." Peter said excitedly, "What about you? What have you been up too?" Peter asked.

Ben gave a light smile, "Man...where do I begin? Well, first off I've been trouble."

"Understandable." Peter said nodding.

"I, uh, have transferred to a school..." Peter nodded and motioned for Ben to continue, "for...monsters." Peter was quiet to let the explanation sink in. "I beat the crap out of these Lizard monsters, they aren't nearly as strong as the Lizard, like, if you saw these guys you would laugh at how pathetic they are. I beat up a Medusa."

"I bet she was STONE cold towards you after that." Peter joked. Ben blinked a few times before he let out a laugh.

"Anyways. I also faught a Spider Monster and a Fox monster." Ben said recalling his short tales at Yokai Academy. "But, I haven't just been getting into fights," Ben smiled as he thought of all the club members he had come to know, "I made friends here too..." an image of all his friends popped into his head and eventually rested on Moka's Inner self, "Peter...what's your view on Heaven?"

Peter slightly recoiled at the question, "Wow, um, you never really want to talk about things like that." Peter took a deep breath before he gave an answer, "Look, I'm gonna level with ya' Heaven is real, at least in our world. That's all people like Ghost Rider and his villains talk about. A battle between Heaven and Hell. But if we are being completely honest...I met God before." Ben looked up in surprise as he hadn't heard this story before, "God presented itself to me as a older lady, and told me not to fret so much over my uncle's death, because he was in a better place. She then touched my hand and I got to see Uncle Ben one more time." Peter had a slight tear run down his face.

"How long ago was this?" Ben asked in astonishment.

"About four or five months ago. Why are you asking me a question like that bud?" Peter asked with a smile.

Ben thought back to Moka and her helping him. Her speech that she gave and the glow that he saw around her, "I think...I think I met my Guardian Angel." Ben said before Peter patted his shoulder. The two got to converse for a little longer before Madam Web had them return to their respective areas as the longer they were present from Worlds so far away, the more strain it placed on her power. Ben woke up well rested and feeling better about everything that had been going on. He then saw that he had forgotten to set his alarm and he only had ten minutes to get to class.

"Shit!" Ben yelled as he quickly changed and ran out the door. He wasn't completely healed, so to make sure he didn't move it to much Ben webbed his right hand to his torso, _No movement for you!_ Ben thought as he sprinted towards homeroom.

Ben was almost at the class room when he ran passed Keito who grabbed his arm to stop him. Ben turned towards her and she let go immediately growing flush, "Um, w-where are you off to?" Keito asked avoiding eye contact.

"I'm off to class of course." Ben mentioned as if it was obvious.

Keito blinked a few times before she gained the confidence to look at Ben, "I-I don't know how to tell you this, but t-there isn't class today." Ben cocked an eyebrow in complete confusion, "It's, um, Saturday." Keito said, almost embarrassed to say it herself, and she wasn't even the one going to class.

"Oh..." Ben said as he began to go into thought, _I...must have hit my head harder than I thought._ He gave Keito a quick one armed hug to show appreciation, which caused her eyes to widen in astonishment, "Thanks." he said before he ran off back to the dorms. Keito stood there unmoving replaying the hug in her head over and over again. After about the tenth replay her face became extremely red and her nose began to bleed as she melted into the ground.

"H-He hugged me...YEAH!" Keito lied on the ground for a while kicking her legs and waving her arms back and forth in excitement.

oOoOoOoOoOoOoOoOo

 **Tsukune**

oOoOoOoOoOoOoOoOo

Tsukune laid in his bed still under bed rest after his whole ordeal with the Enforcers. He was dreaming, but it wasn't good, he was recounting the last few seconds he could remember before he blacked out. Kuyo shot a blast at Ben, and then he pushed Ben out of the way. But in his dream, it didn't happen that way. No, instead Ben took the blast and Kuyo continued to rampage against Tsukune's friends, killing them off one by one, until he reached Moka and aimed his palm at her then-

"AAAAAGHHH!!" Tsukune bolted awake, sweating heavily and breathing as if he had ran a marathon. _It was...just a dream?_ he thought, _H-How did I...get to my room?_

"Tsukune?" a voice called from his kitchenette, one that was to familiar. Looking to his side Tsukune saw Moka wearing casual clothing and an apron, something he never thought he'd see in his lifetime. Her body seemed to gleem with a beautiful glow, "Tsukune, you're awake!" she said excitedly as she mixed something in a large sauce pan.

Tsukune sat with his mouth agape in astonishment, "M-Moka?" is all he could get out. He swore his heart skipped a beat. _Wow, who knew an apron could look that good! Wait a minute! Focus Tsukune, what is she doing in my room?_

"...Oh Tsukune," Moka lightly sniffed the air, "Tsukun-ehhh!" she tackled Tsukune to the ground to drink his blood, forgetting about the incredibly hot pot in her hand.

"Ow! Hot pot, hot pot, pot hot!" Tsukune yelled out in pain.

After getting everything settled and restarting what Moka was making in the sauce pan, she motioned for Tsukune to go into his dining area where she will present his food. _Present my food? Is she going to do a song and dance routine?_ Tsukune smacked his head at the thought, _It seems Ben's...vivid personality is rubbing off on me._ Moka sat down all the food on the table, enough for the two of them with some more saved up in a Bento box, "Let's eat!" she exclaimed. _Wow, I can't believe it!_ Tsukune thought, _This is just like a dream come true! Eating food Moka cooked for the two of us, and all in my room too!_ Tsukune took a big whiff of the food in front of him, _It's even good old fashioned Japanese cooking too!_

Tsukune too the first bite of his food from his rice and shivered with excitement and a tear escaping his eye, "Sooooo gooooood."

Moka blushed at the comment, "Oh, thank you Tsukune. But, there's no need to cry over it...I mean, that's just plain white rice."

"But, it's amaaazing!" Tsukune continued to eat his food with tears in his eyes from the delicious food, "Still though, I just can't believe I'm here ya know?" Tsukune swallowed his food before he continued, "I thought it was all over...Kuyo finding out I'm human, then the dungeon...I just thought, 'This is it, I'm gonna die' you know?" Tsukune about finished his rice when a question popped into his head, "Hey Moka?"

"Hm, what is it Tsukune?" Moka asked putting down her food.

"It's just...I don't remember the end of the battle, how did you beat Kuyo in the end anyways?"

Moka was confused at the question, "Huh!? You mean, you don't remember anything?" Tsukune shook his head, "Um...well...uh..." Moka didn't want to tell Tsukune the truth, but she didn't want to lie either, "Oh you know, the usual. Ben fought until the very end, even with a broken wrist, he helped stop Kuyo along with my other!" well...it was half true.

Tsukune nodded undertsandingly, "Yeah...that makes sense. I guess that means Ben is done with this 'Mission' he was talking about." Tsukune said, placing air quotes around 'Mission'. The two just laughed it off, and after cleaning the dishes she used Moka left with the Bento box in hand.

"I'll see you tomorrow Tsukune!" she yelled out as she made her trek to her dorm. But before she went there, she wanted to stop somewhere else first.

oOoOoOoOoOoOoOoOoOo

 **Ben**

oOoOoOoOoOoOoOoOoOo

Moka knocked on Ben's door and opened it slightly to find him working on something at his desk. Ben quickly turned to see who it was and went back to work almost as quickly. "Hey Beautiful! How's the split personality?" Ben asked causing Moka to blush at the way he addressed her.

"U-Um, I brought you something to eat..." she held out the Bento box in front of Ben's face. She could hear his stomach growl already. Ben dropped what he was doing and sat on his bed to eat the food she had brought him.

"Mm!" he hummed with pleasure, "You know I gotta hand it to you Cappuccino, this is definitely the nicest thing anyone has ever done for me." Moka grinned with satsifaction, "Even better than that time Deadpool bought me that doujinshi manga." Ben continued causing Moka to smile nervously. Ben patted Moka on the shoulder and held what was left of the Bento box in front of her face, "You want the rest?"

Moka quickly shook her head, "No, thank you. I just ate." Ben placed the box on his counter and went back to his work. "If you don't mind me asking, but, what are you working on?"

Ben put some wires together on the web shooter that was damaged during with the fight with Kuyo. Afterwords he closed the panel and placed the shooter over his wrist, giving a quick breath of pain as he slid it over the bruised/fractured area. He put in a fresh web cartridge and fired a web line, then another and another until he had made a web in the corner of his room that had 'Some Pig' inscribed into it. "Fixing things, why?"

Moka looked down at her rosary and then back up again, "My other says you need to get a hobby of some kind." Ben blinked a few times before he nodded.

"Sounds good hot coffee." Ben said with a smile as he pointed at Moka's rosary.

 ** _Tell him not to call me that...EVER again._** Ben jumped to the ceiling and began looking around the room to find out where the voice came from, "Was that you?" he asked.

"Wait, can you hear her?" Moka asked. **_He can hear me?_** the other mentioned.

"Yes! I can hear you! Are you speaking telepathically?" Ben asked as he continuously darted his head around the room. **_Baka! I'm speaking to you through the Rosary!_** "What did you call me?" **_Ugh! Baka!_** "A what?" **_Baka baka baka! 'Idiot!' I called you an 'idiot'!_** 'Inner' Moka explained in english.

"Oh..." Moka said slightly startled, "I suppose you can hear her too."

"Wait, so before she didn't talk through your head, but through the rosary...and only certain people can hear?" Ben asked tapping the rosary. In response the rosary lashed out at him trying to 'attack' him. **_Don't press my patience!_** "Can I pull your patience instead?" Ben asked as a joke as he tugged on the rosary. He didn't expect anything to happen, a slight tug on Moka and then the two would share a laugh while the 'Inner' Moka grumbled in annoyance, but then the unexpected happened. The rosary came off. Ben stared in surprise at the rosary, " _Oh my God..."_

" _Yes. God. That's a fitting name for you to call me._ " Moka now in her 'Inner' form said with a smirk.

" _I don't follow false prophets._ " Ben retorted with a half nervous smile half cocky. Ben gulped, " _You look rather stunning today."_ _Agh! Stupid brain, what the hell are you doing?!_ Ben yelled internally.

Moka's face was stone cold as her attitude, " _Well, I planned on teaching you your place, but it seems you had plans on flattering me._ " Moka put her hand out and Ben flinched, and she simply patted his head, " _Now give me back the rosary._ " Ben did so and Moka smiled, " _You know, you are definitely full of surprises._ "

" _Thanks._ " Ben rubbed the back of his neck not sure what to say, " _You know, you're awesome._ "

" _Thanks._ "

" _You're like my Jiminy Cricket._ "

"What?" Moka asked nearly chuckling.

" _Like, you're my voice of reason, my conscience._ " Moka walked up to Ben and the two looked into each other's eyes, Ben's blue met Moka's blood red, " _You also have extremely pretty eyes._ "

Moka scoffed at his compliment, " _Look, just be yourself, find a hobby, and NEVER call me Cappuccino_ _again_." Ben nodded and smiled. In Ben's head all he saw was Moka in an angelic glow smiling the whole time, while she gave him advice.

" _New hobby, got it. I guess I could take up drawing, or playing guitar or something_." Moka nodded and placed the rosary back around her neck and 'Outer' Moka came back, "Hey Moka, now that you're back, you know what your name could have been?"

Moka blinked her eyes, "What?" **_I swear to God!_**

"Your name should have been Kappuchu-no." Moka blinked a few times before she covered her mouth and giggled, which turned into a chuckle and then finally into laughter. **_I swear, the next time I see you, I am slapping you across the room._** Moka got up to leave and just before she did Ben stopped her, "Hold up, I have a present for you."

"For me?" she asked confused.

"Well, to be honest it's for your other, but you guys share a body so..." Ben gave Moka a transfusion bag full of blood.

"Ben! This is so thoughtful!" Moka said with delight. She looked on the package to see Ben's name written on it. "Why'd you 'donate' so much?"

Ben shrugged his shoulders, "Eh, you said it had an interesting aftertaste. Besides, this is also a bit of an experiment, I want to see if a true Vampire reacts to it like the fake guys back home." Ben smiled and waved Moka out the door. Ben closed the door and turned around to look at his room, "Okay, hobby. I'll do it for her."

oOoOoOoOoOoOoOoOo

The next day was Sunday, and though there was no school, students still had to come to their clubs so that they could learn to 'blend in'. That being said, there was quite a bit of chatter amongst students about the events that happened a few days prior. "Did you hear the rumor?" a girl asked her friends as they were by their lockers.

"Huh? What rumor?" one of her friends replied.

"About the battle in the basement a couple days ago," the girl leaned in closer to her friends, "They say that Kuyo...got beaten up."

"No way you're kidding!" her other friend shouted, "They say that nobody can beat Kuyo!"

"And that's not all," the first girl continued, "They say it was," she leaned closer to whisper, "Tsukune Aono...from the Newspaper Club." her friends yelled out in surprise.

"But he's so...so...average!" one of them shouted.

"Right, and rumor has it that the American was there as well, and he even received some sort of major injury from it." the girls continued to talk amongst themselves about the fight, and behind a corner a teen heard the whole story.

"Hmph!" he grunted before he walked off.

oOoOoOoOoOoOoOoOo

"Oh Tsukune!" Kurumu shouted with glee as she bombarded Tsukune with her chest. Moka silently growled in annoyance at Kurumu's typical antics. Kurumu let go of Tsukune and stared into his eyes prompting Tsukune to cock an eyebrow in confusion. Kurumu blushed and turned away quickly, "Oh Tsukune, I think I've fallen in love with you even more! The way you looked in that moment!"

"Moment?" Tsukune asked quietly.

"And when you punched Kuyo into next week-"

 **THWIP!**

Suddenly a Kurumu's mouth was covered by webbing as Ben approached them. Moka was thankful about it, but Kurumu was not pleased as she kept trying to rip off the webbing by sheer force. "Thanks Ben." Moka said with a smile. She pulled Kurumu to the side and Ben sprayed some of his Web-Solvent to dissolve the webbing on Kurumu's face.

She tried to back hand Ben in anger, but he easily leaned back and avoided it, "What the hell was that all about!" Kurumu blurted out, "Is this your doing Moka? What's your problem, trying to ruin a tender moment between me and my Tsukune?"

Moka reeled back and held up her hands in defense, "ACK! No, that's not it at all! Don't tell Tsukune about...'That'... You see the thing is..." Moka looked behind herself to see that Tsukune was in earshot and she didn't want to accidently blurt it out in front of him, "Uh...Ben, could you distract Tsukune for a bit." Ben smiled and gave her a thumbs up as he walked over to Tsukune and placed an arm over his shoulder.

"What's going on?" Tsukune asked as Ben led him away from the girls' conversation.

"Oh not much, I just injected my blood into you and you temporarily gained all the powers of a Spider-Man." Ben said nonchalantly.

"Wait...really?"

"...No Tsukune. It was a joke." Ben said as he patted his shoulder, "Hey, you wanna see something cool?"

"And that's why Tsukune can't know." Moka said as she finished explaining to Kurumu about Tsukune's memory loss from the fight.

"Wow, I can't believe he forgot all of that." Kurumu said as she slowly nodded her head while she gripped her chin. The two turned around and were confused at the situation at hand. Ben had used his webs to make a swing that hung from the ceiling in the middle of the hallway and Tsukune was swinging back and forth. "What...the hell?" was all Kurumu could say as she looked at the spectacle in front of her.

"You're right Ben, this is cool." Tsukune said as he slowly swung back and forth in the hallway, "I mean, if you ever get tired you could make a chair practically anywhere."

"That's pretty cool." Moka mumbled under her breath.

"Hi everybody, good morning!" the group turned to see Yukari arriving, "Woah...Cool swing. Did you make it Ben?" she then saw Tsukune and clapped her hands happily, "Oh yeah, way to go on your transformation Tsukune!" the others gasped.

"Huh? What are you talking about Yukari?" Tsukune asked. Kurumu and Ben quickly jumped into action to make Yukari be quite about 'that' topic as Ben webbed her mouth shut and Kurumu wrapped her whole head in Gauze.

"Great minds think alike I guess." Ben said as he saw Kurumu Gauze up the rest of Yukari's body as if she was a mummy.

"Don't worry Tsukune, it's nothing. Just a silly joke." Moka said as she laughed nervously pushing Tsukune away from the commotion.

"Okay..." Tsukune said with uncertainty, "I'm gonna use the restroom."

Moka breathed out a sigh of relief. And proceeded to scold Yukari on blurting things out. "Ugh, Ben...could you, you know, keep an eye on Tsukune?" she asked.

"But of course." Ben said as he walked towards the bathroom. _I do 90% of the work, and Tsukune gets all the thanks._ he chuckled then sighed, _God, now I know how Peter feels. But, I'm doing this for her so..._

"What's that all about?" Kurumu asked.

"What do you mean?" Moka responded, not sure what Kurumu was talking about.

"Ben just replied to you and didn't crack a joke or make some smart ass comment. Actually, when you talk to him, his eyes seem to light up with joy." Kurumu suddenly got in Moka's face now wearing a Sherlock Holmes cap that she pulled from seemingly thin air, "Could it be that he is...'stricken' with you?"

"What?" Moka asked, "No, he couldn't be. I barely talk to him unless he needs help with something...he has been acting strange around me lately. But, in a good way! He's always nice when I talk to him, and I found out he's incredibly smart. He might even be smarter than Yukari!"

"Mmph!" (Translation from muffle: Not likely!) said Yukari.

"Although," Moka started with her hand on her chin, "The last time he talked to my 'Other' they seemed to have quite the heart to heart chat."

"Ohh, what were they talking about? Are they secret lovers!?" Kurumu asked with a devious smile.

"What? No! It's not my place to say what they were talking about, and they certainly aren't 'Lovers'!" Moka took a deep breath before she continued, "No, he just said that my other is like a form of Conscience. I believe he said, 'My Jiminy Cricket'?"

"That guy from the Disney movie, Pinocchio?" Yukari asked, now free from her prison. Moka nodded in response.

"Well," Kurumu started, "maybe he's stricken with your 'Other'." Moka looked down in thought about Ben. The questions formed in her head, but she felt it wasn't her place to ask.

oOoOoOoOoOoOoOoOoOo

Tsukune had just walked into the bathroom. After he finished his buisness he washed his hands and thought about what his friends were talking about. He heard the door open and didn't take too much time to actually see who it was, a reflexive jerk of his head, but he didn't see anyone. "So, you're the Tsukune Aono everybody's been talking about." Tsukune heard a gruff voice behind him. Turning off the faucet he turned to see a massive man in front of him, easily twice his size in height and probably three times his size in width. He had light blond hair and was wearing workout clothes, and for some reason he carried two dumbbells into the restroom with him. Tsukune didn't say anything, he was too shocked to make a sound, "You left your back wide open fool!" the behemoth said whilst flexing his arms.

"Oh crap..." was all Tsukune could get out.

"Chopper Rikishi...wrestling team." the teen known as chopper said to Tsukune while he pointed at him, "Next time I see an opening, I'm throwing a Cobra Twist at ya'."

"...What?" Tsukune was now less afraid and just more generally confused.

"So...you really did it?" Chopper said as he looked Tsukune up and down. Tsukune gave a shrug and shook his head not knowing what the boy was talking about, "Don't play dumb with me! Enforcer Kuyo! You beat the shit outta him! The rumor is all over school!"

"What rumor!!?" Tsukune asked still not sure what was happening.

"You see," Chopper started as he dropped his weights onto the ground, they caused a crater where they landed and Tsukune could see the label that says '350 kg', "I've had Kuyo on my list for a loooong time. Guys on the wrestling team are s'posed to be the strongest in the school! Beating Kuyo would have proved I was the strongest one here!" he yelled at Tsukune. Chopper chuckled, "But now...a shrimp like YOU comes in and steals my opponent. What's the big deal huh?! Tryin' to prove you're stronger than me!?"

"Eeep!" Tsukune screamed, "WAIT WAIT! YOU HAVE THE WRONG GUY!"

"No, he doesn't." Chopper stops from trying to chop Tsukune in two to see Gin walking through the door.

"Oh thank God, Gin." Tsukune sighed in relief.

"It was you Tsukune!" the three of them stop at hearing a new voice and look up. There Ben Reilly hung suspended from his webline, doing his 'YoYo', "I mean, I didn't want to say anything before, but since Gin is SO CONSIDERATE!" Ben glared at Gin who simply shrugged it off. Ben dropped down from the ceiling in front of Chopper blocking him off from Tsukune.

"Huh? Who the hell are you?" Chopper asked.

Ben pointed his thumb at his chest, "I'm an ally of justice, evil beware, for I am: Ben Reilly! Not the American this school wanted, but the one it needs! Seriously, there is like, no diversity." Tsukune slumped his shoulders at how Ben introduced himself. Chopper gave Ben a cold glare before he turned around and started to leave the bathroom, "Hey Chop!" Chopper turned around to see Ben pick up his dumbbell effortlessly, "You forgot this." Ben tossed the weight at Chopper's chest, who recoiled slightly after he caught it.

"Holy crap Ben! How did you do that?" Tsukune asked in astonishment at how easily Ben could lift a 350 kg weight.

Ben smirked, "Oh, that's no different that picking up a book for me."

Tsukune smiled at Ben for being there for him when a thought came to his head, "Hey...wait a minute. You were up there the whole time! Why didn't you stop him before?"

Ben shrugged, "You looked like you could handle it."

"Could you guys be a little quieter? I'm trying to piss, damn." Gin said at the urinal.

"And that's another thing," Tsukune said as he walked over to Gin, "what do you mean I transformed? How did I beat Kuyo?"

"What? You mean you totally don't remember!?" Gin laughed, "Okay, so you've seen old Dracula movies right? You know, where the guy who gets his blood sucked by the vampire turns into one himself?" Tsukune nodded, "Welp, that's the gist of it!" _That's a very abridged way of putting it. Oh, and yet again no one mentions how I was totally holding my own against a monster that was much stronger than I was, and that I stopped him!_ Ben thought. "Moka bit you when you were down, and injected some of her blood into you," Gin continued, "and for awhile...you were a vampire. You beat Kuyo with your vampiric power." Gin finished his buisness and laughed as he washed his hands, "So, you kinda owe Moka your life now, if it wasn't for her, you'd be dead! Hmm, I wonder if you still are a vampire?" _Seriously? Nothing? Not a 'Oh yeah, and Ben stopped the guy from moving for you.' the fuck guys? I thought we were tight!_

Gin left the bathroom and Ben patted Tsukune on the shoulder before he followed Gin to the club, leaving Tsukune in the bathroom to contemplate what he just heard.

"We were trying not to tell him Gin." Ben said as they left the restroom.

"So I told him what happened, so what? He'll be fine." Gin said simply brushing off the subject, "Hey, take that camera of yours and go get some pictures." Gin mentioned.

"Of what?"

"Anything that looks intersting. People summoning the devil, delinquents tagging the school, an underground sex ring, I don't care just go find something to take pictures of!" Gin left and Ben went in a different direction, _Well...I guess I could check in on Keito and see how she runs the Enforcers._ Ben thought.

oOoOoOoOoOoOoOoOoOo

Tsukune

oOoOoOoOoOoOoOoOoOo

Tsukune was on the roof contemplating what he had been told earlier that day. He wanted to talk to Moka about it, find out how much of it was true. _A vampire?_ Tsukune thought, _Could that really happen? Will I be forced to stay here?_ He sighed thinking about how his life would change if he became a vampire, _I wouldn't be able to go home, see my family...I wouldn't be able to talk to other humans. I didn't want this!_ "How could this get any worse!?!" Tsukune yelled out as he gripped the railing on the roof, "I mean, Moka's blood coursing through my veins? ME as powerful as a vampire? I'd be able to feel it right?" he hung his head with despair, _Still though...if her blood really is in me then..._

"Tsukune?" Tsukune bolted his head behind him to see Moka had come up onto the roof. She breathed a sigh of relief as she approached the secret human, "There you are! You've been gone for so long, the others were getting worried...well except Ben, he's been missing for some reason." she chuckled lightly.

"M-Moka..." was all Tsukune let out, _Will I keep changing, will I turn into a complete vampire someday?_ Tsukune was torn between being scared and being mesmerized by the beauty and equal danger that was Moka Akashiya standing in front of him, a slight smile pursing her lips. _I don't want to be a vampire! I like being human!_ Tsukune was practically tearing his hair out from stress, _Oh Moka make it stop!_

"U-Um, Tsukune, could I ask you a favor?" Moka walked up to Tsukune so that their faces were only a few inched away from each other. Tsukune's heart began to beat faster as the two both had a face lightly dusted pink. "Could I suck your blood?" Moka asked with pleading smile.

Tsukune knocked his head against the grating, _Of course that's what she wants!_ "Can you what!?" he yelled out.

"Well it's just...now that things have quieted down, I've just got this craving you know?" Moka said as she timidly tapped her index fingers together. "I mean, you don't mind. Do you Tsukune?"

"No! I'm really not in the mood today!"

"Please? Please? Just a little bit?" Moka agged on by grabbing Tsukune and and pulling him into a hug.

"I said NO Moka!" Tsukune then had a thought. He remembered what Gin had told him earlier, about the vampires victims becoming vampires themselves. _No..._ "Don't."

"What?" Moka asked in concern.

"Just don't Moka!" Moka gasped at Tsukune's outburst, "Why...Why didn't you tell me! Why didn't you tell me about your blood!" Tsukune's body shook with anger as he clenched his fists, "Why did I have to hear about it from Gin? Why did you keep something so important away from me?!" Moka tried to say something, but the words wouldn't leave her lips, "What if something terrible happens to me Moka?" Tsukune continued.

"Tsukune please, I kept it away from you because..."

"I don't want to hear excuses! If things weren't bad enough...you still come around wanting to drink my blood." Tsukune was shaking with anxiety flowing through his body, he took extra breaths and his heart beat faster, "Well no way! You have no idea how I feel do you Moka?! I hate this! I hate this relationship! And I HATE Vampires!" Moka recoiled in shock.

"I-I see..." she said with a shaky breath, "I understand fully...I'm sorry to have bothered you." Moka walked slowly backwards until she reached the door and left the rooftop. Moka ran down the stairs that led back to the next floor holding her hands against her eyes sobbing. She ran passed somebody and she felt embarrassed to let somebody see her crying.

Tsukune stood on the rood trying to vent. _I can't be a vampire Moka,_ Tsukune thought, _I want to go back home someday, and I want to stay human._ The door opened again and he secretly hoped it was Moka so that he could apoligize, unfortunately his luck isn't that good, as the person who came through the door was Chopper Rikishi from earlier. _Oh crap..._

"Hey, that's a pretty girl you had with you up here. I hope you were having fun." Chopper said as he laughed at Tsukune's terrified face, "Well, you better be careful Aono, you could get in a lot of trouble if you're kissing instead of training." _Crap! Not now!_ Tsukune thought. Chopper looked around the rooftop before nodding approvingly, "Yeah, this place is good. A good place for us to go all out." Tsukune gulped, "Yeah, no one will bother us. Now come on Aono, show me what you've got!"

oOoOoOoOoOoOoOoOoOo

Moka sat at the bottom of the stairs crying her eye's out at her last conversation with Tsukune. "I'm such an idiot..." she said quietly to herself.

Ben walked by the stairs and had to do a double take to make sure he saw what he saw, "Why so glum chum?" Ben asked standing above Moka. Moka simply shook her head not wanting to talk, "Oh come on." Ben said as he took a seat next to Moka, "I can't help if you don't tell me what's wrong." Moka looked at him and he saw the tears in her eyes.

"T-T-Tsukune ha-a-ates me!" Moka cried as she dug her face into Ben's chest. "He hates me because I turned him into a vampire!" Moka continued to cry out, her voice muffled from Ben's clothing.

"Shh, shh, shh. There there, it will be alright. I'm sure he doesn't hate you." Ben said reassuringly.

"He said he hates vampires!" Moka cried out her voice cracking, "He was mad that I didn't tell him...and I didn't because I was scared that something like this would happen!"

Ben had a thought and made Moka look him in the eyes, "Did he say that you...turned him into a vampire completely?" Moka nodded her head in shame, **_Wait wait, that's not how it works._** Moka's other mentioned.

"Huh?" Moka asked while trying to wipe the tears off her face. _**We only gave him some of our blood, but not nearly enough to have him turn completely.** **You two have it completely messed up, who in the hell put the idea in Tsukune's head that he was a vampire now anyways?**_

Ben growled, "Dammit Gin." the other Moka sighed, **_Of course it was. That idiot. Tell you what, after we clear things up I want to be set free so that I knock some sense into him!_** "Okay, but I get the first punch, that asshole has had me on a wild goose chase for stories all day." Ben smiled and gripped Moka's shoulder, "Hey, let's go clear this up okay?" Ben wiped the tears off of Moka's face, "Clear those waterworks, vampires hate water remember?" Moka smile and Ben helped her onto her feet when there was a crash on the roof.

"What was that?" Moka asked.

Ben gripped his head, "Spider-Sense. Danger!"

Moka gasped, "Tsukune's up there!" she grabbed Ben's arm and began to run up the stairs, "We have to help him!" Ben forced himself free of Moka's grip and began going in a different direction, "Wha- Ben!"

"You go, I'll catch up!" Ben disappeared around the corner. Moka frowned and almost went after him, **_Don't make any stupid mistakes. Help Tsukune, Ben isn't the type to go back on his word._** Moka's 'Inner' self told her. Moka nodded and sprinted up the stairs to get to the roof ** _...Then again...I don't know Ben that well._** Too late now, Moka burst through the door on the roof to seeTsukune about to be crushed by Chopper now in his true form: a Troll. A disgusting creature with spikes protruding from his spine, and veins popping out all over his torso. A creature so big he can fit a normal sized person in his palm!

"This fight is on Aono!" Chopper yelled out as he chopped his hand down and Tsukune narrowly avoided the attack. _Damn,_ Tsukune thought, _I can't keep this up forever!_ "Come on Aono, fight back! Show me that power you used to defeat Kuyo!" Chopper yelled out as he went to crush Tsukune with his hands.

"Tsukune, no!" Moka cried out causing the troll to stop.

"Moka?"Tsukune asked astonished, "Get outta here! It's dangerous!" Chopper smiled and instead grabbed Moka with one hand, gripping her whole torso with his thumb just underneath her chin. "MOKA NO!"Tsukune cried out, "You let her go!"

"Ooh, you really like this one don't you?" Chopper laughed. "You're pissin' me off 'cause you won't fight me. But, I bet you will start swinging your arms if I pop this girly's head off like a soda cap!" Chopper looked back at Tsukune's distressed face, "How about itAono? You fight, or her head takes flight."

"Please stop..."

"Aw...that's no way to get me to stop! Now make your choice, before this bitch turns into a bottle of champagne!"

"STOP!" Tsukune shouted.

"Hggh...Tsukune, save yourself. Please." Moka grunted out, "I'll be okay really! Even if he does break my neck. I don't want you getting hurt for my sake." Moka smiled, tears streaming down her face, "I'm sorry that I never considered your feelings before. And just remember that, no matter how much you hate me, I'll always care for you." the moment was silent, it was sweet.Tsukune felt that he never lost a friend in the first place.

"Hey! Did you forget I was here or somethin'?" Chopper asked, "Just for that, I'm gonna kill you right now!"

Tsukune's eye's widened at the threat, _No time to think, can't get Ben! I have to react, I have to make a move!_ "NOOO!!" Tsukune shouted as he jumped onto Chopper's arms, "Moka you do matter to me! And if I have to become a vampire just to protect you, then... I will!"

Chopper smiled and tossed Moka to the side, "Now that's what I'm talking about!" Chopper stood by Moka and Tsukune was on the other side, _Come on! Where's that damned vampire blood when I need it! They said I beat Kuyo right? So this guy should be a piece of cake!_ Tsukune clenched his fist and charged.

 ** _No! The damn fool! I knew this would happen, he's jumping to the wrong conclusions!_** The 'Inner' Moka internally yelled, **_Okay, you are going to have to do EXACTLY as I say._**

"Finally, the fight I've been waiting for!" Chopper chopped his hand down to strike, but it was caught by a web strand an knocked back into his face...right as Moka injected some of her blood into Tsukune. Of to the side sat Ben clinging to a wall wearing his full costume.

 ** _AGH! That idiot! What terrible timing!_** "What do you mean?" Moka asked resting on the ground from the blood loss. **_If I knew he was gonna show up we never could have bothered with giving Tsukune our blood! Ben is more than capable of doing this single handedly!_**

"Yoohoo! Big tall and ugly~" Ben sing songed as he stuck to the side wall of the rooftop entrance, "Why you hitting yourself bud?"

The troll growled in annoyance, "Who the hell do you think you are?!" Chopper shouted.

"Name's Scarlet Spider." Ben said as he shot another web line at the troll and pulled him forward, causing him to avoid an attack by Tsukune, "Careful now, don't want you getting wasted so easily." Ben mocked as he jumped off the wall and dive kicked Chopper in the back of the head, "Sooo... what kind of ugly monster are you anyway? Lawn Gnome?"

"WHAT?! You dare make fun of me!?! I'm a Troll, one of the most feared monsters in the human world!" Chopper shouted out lifting his hand up to crush Ben. Chopper brought his hand down at full force only for it to be stopped by Ben's hand just above his head, "Wha-What!?"

Ben looked as if he was putting in little effort as he held Chopper's arm above his head, "Oh I get it. You're that guy that called me gay on Hearthstone before I came here." Ben looked behind Chopper to see Tsukune rushing to deliver an attack. "Hope you like flying." Ben stuck his hand to the center of the troll's chest and lifted him up above his head followed by throwing him over Tsukune's head, "Up! And! OVER!" Ben shouted out.

Tsukune was about to deliver a hard blowing punch to Chopper when he was suddenly thrown over his head, he almost hit Ben in the face but Ben just redirected his punch and made his momentum take him to the ground. "Calm down dude." Ben said as he webbed Tsukune to the ground, "This guy is thinking he's at the last level already, but he forgot about the sub boss." Ben cracked his knuckles and let Chopper get to his feet.

 **Music Que: Got the Life- Korn**

"You think you can stop me punk! I'm the strongest here!" Chopper dashed at Ben and tried to slam him to the ground Ben easily moved out of the way by sliding to the left. The resulting crater caused rubble to lift up from the ground, even Ben, but he adjusted himself by jumping from pieces of concrete to concrete before landing on the ground behind the troll.

"That was pretty lame honestly," Ben held his hand up to his mask as he yawned before he put his hands behind his head, "I thought maybe you could give me a challenge. But you're about as smart as The Rhino, with the speed of Electro, and the strength of...let's say X-23, which isn't bad! I'm just stronger...and faster...and smarter," Ben turned his head to the side and sniffed his armpit, "And I definitely smell better than you." Chopper growled and lunged at Ben again trying to hit him with his punches, but Ben kept dodging them. Eventually Ben sighed as he put his hands in the pockets of his hoodie as he easily avoided the attacks from the troll.

"GRRRAAAWW!! Quit moving you little bastard!" Chopper went to grab Ben, but completely missed. Ben stuck his foot out and tripped Chopper at his ankles causing him to fall off the roof. Chopper would have hit the ground if Ben hadn't stopped him with a web line and suspended him in air. The troll squirmed and jerked to get free of his binding, but couldn't get out as he was pulled almost to the top by Ben who had him suspending in air as he held the line in his hand.

"Strike one," Ben started, "Assaulting a student. Strike two, Showing your true form on school grounds." Ben reached to his belt and clipped off the badge Keito had given him, "Strike three, assaulting a member of the Enforcers." Ben clipped the badge back onto his belt and wiggled his fingers before he let go of the web line, "Tootles." Chopper fell the four stories to the ground where he landed with a loud thud and was made unconscious. The fact that he fell on his head probably means he had a concussion, but Ben just shrugged it off.

Tsukune had finally broken free of the webbing and, due to him not being in control of his body, attacked Ben. However, he only made it a few meters before collapsed and reverted to his former self.

Ben stepped over Tsukune's unconscious body and sat next to Moka. He stretched his arms and yawned, "Well...that was easy." Ben took off his mask to show a huge grin plastered on his face.

"What are you so happy about?" Moka asked.

Ben shook his head nearly laughing, "Man, I beat that guy up just so I could have the satisfaction of getting credit this time...and then I realized that Tsukune won't remember any of it." Ben hit his head with the palm of his hand, "Man, I'm dumb."

Moka chuckled, "I can't believe how easily you stopped him. Weren't you scared?"

"No!" Ben laughed out, "I knew I was gonna win as soon as I stepped onto the rooftop. I could have beat him with one...maybe two punches. But where's the fun in that?"

oOoOoOoOoOoOoOoOo

Moka and Ben had began to drag Tsukune back to his dorm. Or rather, Ben carried Tsukune and every once in a while would help Moka because she was still woozy from blood loss. Tsukune groaned in Ben's arms and he put him down so that he could wake up. "Okay, you two enjoy each others company, I'm gonna go talk to the Enforcers and explain the situation." Ben said as he left.

Tsukune slowly opened his eyes to see Moka staring back at him with a smile on her face, "Tsukune!" she yelled out happily.

Tsukune sat up slowly thanks to Moka's help, "Woah..." Tsukune looked at the crater in the ground with Chopper's body in it, "Crazy." _The 'Other' Moka explained to me what happened when I transformed._ Tsukune thought, _I get it now. She donates some of her power, I'm not actually a vampire._ "Moka, you can...um...drink my blood. If you want."

Moka's eye's beamed with joy, "Really? You mean it?"

Tsukune rubbed the back of his head, "I know I've said some bad things to you and, well, I'm really sorry. I'm sorry about everything and I promise I'll get stronger, for you."

"Oh Tsukune!" Moka yelled out as she tackled him to the ground to drink his blood.

oOoOoOoOoOoOoOoOoOo

Keito and some of the other Enforcers were trying to make sense of everything that had just happened. They arrived when one of the students said they saw a student fall off the roof. "Check the roof, see if there's any indication on if it was on purpose, or if he just tripped!" Keito shouted out.

"Won't do you any good."

"EEEP!" Keito jumped and quickly turned around to see Ben hiding his blue hoodie with his blazer, "BEN! WHA- Ahem, uh, I mean, what are you doing here?" she asked nervously her face slightly red.

"Yeah, so, this clown," he pointed at Chopper's unconscious body, "yeah, that's on me." he coughed into his hand and continued, "He attacked Tsukune for no apparent reason, then changed into his form and then attacked me. Don't believe me? Here's proof." and like template like clone, Ben showed Keito the camera which he used to take pictures of the whole thing.

"Soo...you did say that it was an Enforcer he was facing right?" Keito asked.

"Yeah of course. I mentioned it right before I dropped that asshole on his head." Ben shrugged, "Besides, he threatened the Enforcers earlier today anyways. Just gotta make him learn his place. We gotta keep this place safe right?" Keito, her face burning up, could only nod her head in agreement. Ben grabbed Keito's hand and shook it, "Good job Keito, make sure the guy gets a trial." with that Ben walked away leaving Keito on her own.

"...Sure." she said after he was out of earshot. She looked at her hand and smiled, "He likes me~" she said with an embarrassed smile.

oOoOoOoOoOoOoOoOo

Gin was sitting in his dorm looking at pictures he had taken of girls in the locker rooms. He heard a knock at the door, "That's weird." Gin mentioned as he checked his alarm clock, "Who could be knocking on my door at 9:00 pm?" Gin walked over to the door and opened it to see Ben and Moka, "Oh, hey guys. What's up?"

Ben looked at Moka and smiled. "Hey Gin, check out my new trick." Ben removed the rosary around Moka's neck and she transformed into her 'Inner' self. Gin gulped as he saw Moka, in pajamas that now were much too small for her, looking extremely irritated. "Remeber Moka, I get first strike."

"Right, then you put him in a Full Nelson and I will show him his place." Moka cracked her knuckles as the two walked into Gin's room and locked the door behind them.

 **~Omake~**

 **Keito and her Breakdown**

 **The following takes place when Ben went to go see what Keito was doing with the New Enforcers. She was presenting her new plan to the staff on how she would change the Protection Committee.**

Keito was currently in the middle of her speech to the staff of Yokai Acadamy about how she planned to change the direction in which she would lead the Enforcers. So far, it was going great, the teachers seemed to appreciate that she was going for a more...Police organization as compared to the Yakuza they were before, "...and so with that we plan on being similar to that of the American Police system, where all Enforcers will be required to wear a camera and keep it on at all times when on duty. Hopefully this should level out unfair judgement and 'Abuse of Power' that was shown before." the teachers nodded in approval some talking amongst themselves about the idea.

"Um excuse me," one of the teachers asked, "but what do you hope to gain from this new plan of yours? The Americans use this system and it doesn't work. So, what makes you think this will be different?"

"You are being swayed by the media, this plan is full proof. If someone tries to disrespect the law of the school and our Enforcers catch them in the act, then we will have the evidence to put them in the newly formed jail cells. And afterwards we hope to fix..." Ben walked through the door quietly and waved at Keito from the back. Keito froze up, she couldn't remeber what she was talking about, her whole face turned red and she kept stuttering. "Uh...yeah...um..I-It..." she looked at Ben who smiled and told her to continue as he took pictures from the back, "I'd like to call a quick recess, I have to...use the restroom." the teachers looked at each other confused, but didn't seem to mind. Ben tilted his head in confusion.

Keito went to the bathroom and was trying to catch his breath, _Oh my God, what do I do? I can't think straight with him out there!_ Keito washed her face off and took a few deep breaths, _Just a few more minutes and this is over._ Keito walked outside of the bathroom to see Ben standing by the door.

"Hey Spider-Woman." he said.

"Agh! Ben? What are you doing?" Keito asked with her face red. Her face became even redder when she saw his camera and she quickly pushed her skirt between her legs, "Wh-What do you think you are doing?"

"Um? Taking pictures of your conference for the paper." Ben said with a confused face.

"Oh...of course." Keito sighed and her face between her hands.

"What's wrong?"

"Oh...I'm trying really hard to sell my ideas to the staff, but I don't know if they will go for it." Keito looked up in shock when Ben grabbed her hand.

"You've got this. You're the best person for the job. And as long as you're confident, they'll listen to everything you have to say." Ben said with a smile. Keito felt her heart skip a beat, but when it came back on track she gave Ben a confident smile, even through her blush.

Keito approached the Podium to finish her speech, "And so, with these new plans in place we, as the school's Protection Committee, WILL protect this school from all those who oppose it. And as the new leader I promise we will never stoop to as low as when Kuyo was in charge. As the school police we have to look to the school first, and our personal benefits last." she looked at Ben and gave another smile, "Because we have to stick together...as a team. We are all monsters, be it a Werewolf, or a Spider-Woman. We are a family, and we protect our family." it was silent before Ms. Nekonome stood up and clapped followed by some others. Even some of the more 'Sketchy' teachers clapped albeit lightly.

The teachers dispersed and Keito approached Ben, "Hey, you did great. You really killed it." Ben said with a smile plastered on his face.

Keito gave Ben a big hug before letting go in embarrassment, "Um, ahem, thank you for your input." Ben smiled and held his fist up to Keito's chest.

"Bump it Spider-Woman." Keito smiled and did so. Ben shortly went on his way leaving Keito to herself.

"Oh my God! That was the most I've ever touched him!" Keito smiled as she layed back onto a table, "Oh Ben~"

 **A/N: Ben wanted a win, so he took it. I just liked the idea of Ben not liking getting credit for doing something, so he went out of his way to get a W. Okay, so if the 15 of you guys that read this have only watched the anime, you'll be thinking, "Man, nerd did that first part quickly." But honestly that's because I like the manga more. So that being said, the next chapter will be everybody's favorite chapter...you know, the BDSM Math teacher? This will be a Tsukune chapter for the most part with Ben going in or out. Basically he's just comedy effect. Then we move on to the summer vacation arc, where I'll be adding something from the later chapters. I will also introduced some new characters, minor, but new. Anyways, I'll see you guys later. PM me for questions, and leave some juicy reviews.**


	8. End of Semester

**End of Semester**

Morning was upon Yokai Academy. It was a few weeks before finals and everyone was stressing out, but for the boys there was always a ray of sunshine in these dark dark times. Or rather, TWO rays of sunshine, "Woah, do you see her?" some boys gawked. They, of course, were talking about the voluptuous Ms. Ririko, the freshman math teacher. She strode through the courtyard with her large breasts bouncing with each step. She pushed aside her long blond hair and adjusted her oval shaped glasses. She wore a light colored top that had to be tied at the top where the buttons were at so it would fit comfortably. She wore a short black work skirt, and wore mid thigh high fishnet stockings and black high heel shoes. The boys collectively gulped as they watched her curvy chest bounce up and down as she walked. Girls had to pull their boyfriends along just so they'd stop paying attention to her and continue paying attention to them. The stares were natural to Ririko, they happened every day, and every day she gave a sweet smile.

"Who is she?" one of the boys asked.

"Are you dumb?" his friend asked as he smacked the boy's head, "That's Ms. Ririko, the freshman math teacher!"

"Woah," one of the boys gawked again, "I-I have a sudden love for math! What a beautiful specimen."

"Yeah, but the problem is is that she only has one passion- math!"

"Damn that sucks. Geez I wish my girl looked like that." a boy said before being smacked by his girlfriend. Ms. Ririko, again, smiled and continued walking towards class _Oh how the young mind shapes._ she thought with a giggle.

oOoOoOoOoOoOoOoOo

 **Tsukune**

oOoOoOoOoOoOoOoOo

"And so..." Ms. Ririko, now teaching her class, said as she continued with her lesson. Tsukune sat in his chair with a blank expression not knowing what was going on. He looked to his right and saw Moka writing down notes frivolously only stopping to part her hair away from her eyes. _Man,_ he thought, _she is so pretty and smart and caring..._ Tsukune let out a happy breath, _But I'm dumb...and average...and human._ He sighed and turned to his left to see Ben on his phone watching an anime. _Is that...Monster_ _Musume?_ Tsukune thought, _Kinda insensitive right? Or is he just watching it to be ironic?_ Ben looked out the corner of his eyes and made eye contact with Tsukune. Ben smiled as he leaned by Tsukune snickering.

"That's you." he whispered as he pointed at the screen of his phone. Tsukune, though peeved, didn't miss the irony of the situation. The lone human living a life with beautiful female monsters, much like Tsukune's own life where he constantly deals with his female students daily.

"Mr. Reilly," the two boys looked up to see Ms. Ririko up in their faces. A shiver went up both their spines in surprise at what happened. Ririko reached down and took the phone out of Ben's hand and frowned disapprovingly at the screen, "how droll. A fantasy of a male human actually getting along with monsters. Don't tell me you buy this drivel Mr. Reilly? After all you are smarter than that."

Ben shrugged, "I like it. It's charming, gives people hope. You know?" Ben asked with a grin.

"No. I don't know. This idea of false hope is so unbecoming of you Mr. Reilly. Honestly, it's as if you are a human." Ririko turned off the phone and placed it on her desk, "Now, since I'm a generous woman I'll let you have your phone back after the class. Just don't let me get it again." Ben frowned and buried his head into his arms and closed his eyes to fall asleep on his desk. _Geez, I wish I could do that sometimes._ Tsukune thought. He looked back to the front of the room and listened to Ms. Ririko speak.

"If this equation equals A times B...According to the 'A' function, x squared would become..." she wrote a few numbers on the board next to an equation, "This." she wrote a few more things and had arrows point to another equation, "And if we plug that into-"

"That's wrong." Ben interrupted causing Tsukune to go completely pale, _What are you doing!_

"Excuse me?" Ririko asked.

"Your equation...is wrong. Or rather, one of your steps is wrong. See, on step five after you used the square root of things, you forgot that the other side also has to have the square root taken. So your numbers are a little off. In this case A and B should be the same number and what you get in the end cannot be defined afterwards. Since it's undefinable that means that is the answer: Undefined." Tsukune thought Ben was trying to make fun of the teacher, but saw he had an extremely serious expression. Ms. Ririko, however, didn't look thrilled. She looked upset for being corrected by a student and constantly looked through her book.

"I see." she finally said after awhile, "Thank you for pointing out my...mistake." she said that through her teeth. She erased what was on the board and put the correct answer, "Class, as Mr. Reilly pointed out, you should always check your math. Now, lets move on. Shall we?" she placed a smile, to which Tsukune could only assume was forced, "Now, I expect you to be that vigilant every day Mr. Reilly." her 'praise' fell on deaf ears as Ben was resting on his desk not paying attention.

"Hey," Tsukune whispered to Ben, "How did you know that? You haven't written anything down in your notebook for the last few weeks."

Ben yawned as he tried to nap in his seat, "I have an I.Q. of 250, and this is mostly review stuff for me." _250!?_ Tsukune thought.

Ririko moved on to the next problem and Tsukune felt something was off. He looked down at his notes to see that he hadn't written anything down for the last four examples, _Crap! When did we get this far ahead? I don't understand this stuff at all!_ he thought. "...so use THIS to figure out that type of problem." Rirko said as she turned to the class, "Tsukune, can you solve this one for us?" Tsukune jerked his whole body as he struggled to form words.

"Uh...um... the answer is..." Tsukune hung his head in shame, "I don't know." he said quietly prompting a chuckle from the other students. _I have fallen so far behind._ Tsukune thought with a worried expression.

"Alpha and Beta sum up to Theta." Ben said with his head on his desk.

"Very good Mr. Reilly, but I believe I had asked Tsukune for the answer." Ririko sighed and adjusted her glasses, "Mr. Aono, were you even paying attention to my lecture? Or were you daydreaming?" Ririko asked with a grin. Tsukune's face went blank and became flush in embarrassment. "Remember students, finals are almost upon us! We are now at the end of the first semester, so there is no time to slack off!"

 _Finals!? Oh no I completely forgot!_ Tsukune was pulling his hair out and flailing in fear and frustration _I'M GONNA FAIL, I'M GONNA FAIL!!_ Soon the bell rang and the students dispersed. Moka followed a very downtrodden Tsukune and Ben would have followed too if not for a tiny problem, "Mr. Reilly, please stay behind." Ms. Ririko asked of him.

Ben let out a sigh as he watched his friends leave without them, " _God dammit._ " he said under his breath, "Sure thing, what do you need?" he asked with a false smile.

"Quit pretending. I know you don't want to be here." Ririko said as she cleaned off the chalkboard. She motioned for Ben to sit in a desk and he did so as instructed, "You've become lackluster lately Mr. Reilly. It wouldn't look great on your final for you to not give it your all."

"I'll be fine. I've got finals in the bag." Ben said with a grin as he waved his hand.

"Cockiness is not a great virtue, Mr. Reilly." Ririko responded with a frown.

"Absolute certainty and cockiness are two completely different things Mrs. Robinson."

Ririko frowned at his attitude, but let it go all the same, "Here, I believe this is yours." she handed back Ben's phone and he accepted it with great pleasure.

"See you tomorrow Mrs. Robinson!" Ben said waving goodbye. " _Perverted wretch._ " he said under his breath when he was outside the door. As he walked down the hall he was suddenly confronted by Kurumu. "Huh? Oh. Hey, Tits Magee."

Kurumu cocked an eyebrow in confusion, "Wha-? You know what, nevermind." she walked up to Ben and traced her finger over his chest, "You know Ben, I could really use some help on studying for my finals." she said with her lip quivering, "Could you help little ol' me?"

Ben blinked a few times before he detached Kurumu from his body, "Yeah, I'll see you in your dorm later." with that he stuck his hands in his pocket and left. Kurumu blinked twice not believing that she actually just pulled that off and gave a victory fist pump.

"Don't you get too close to him." Kurumu jumped in surprise at the new voice. She turned to see Keito behind a corner staring her down like her eyes were daggers, "He's mine, and I don't need any competition."

Kurumu gagged at the thought of Keito and Ben together, "Relax. I'm not after him, but seriously, gross." Kurumu chuckled as she began to walk away as well. Leaving Keito by herself.

"Good." she said as she disappeared behind the corner.

oOoOoOoOoOoOoOoOoOo

"Well, would you want me to tutor you in math?" Moka asked Tsukune after the two had gone outside to relax, but Tsukune was reading through his textbook as if it were the Torah. He grumbled to himself as he continuously went through the book trying to ingrain everything into his brain, "Eh, you're kidding right?" Moka mumbled to herself.

"Actually..." Tsukune closed his book and everything that had happened to him this semester rushed through his head like a motorbike, "with all these fights...vampiric transformations, human-spider...things, and everything else this semester. I guess I haven't been focussing on my studies for awhile, and now that I'm just starting to catch on it's already finals!" for some reason he chuckled at his own misfortune but also tried to tear his hair out. He snapped out of his stupor and faced Moka bowing respectively, "I suck in math the most so...Please teach me Moka!"

Moka was silent, but only for a little bit as she smiled and gave a response, "Okay, I'll help you! If I can." she smiled and inched closer to Tsukune, "So...to start with...um...do you want to come to my dorm room...tonight?"

Tsukune's heart stopped beating for the what felt like the longest millisecond of his life and he blushed a deep shade of red, "...Your room..." he said under his breath in surprise.

"Yeah," she said as she pushed her hair behind her ears, "Y'know to study together. We could probably focus better by studying there." Tsukune's face on the outside was cool as a cucumber, but on the inside _OH YES YES YES!! ON STUDYING, STUDYING A LOT! No Brain! Bad! We won't be able to focus, how could we think about math if we are alone in Moka's room?_

 ** _Be a decent human being?_** What the- Deadpool?! Get the fuck outta here, this ain't your fic! **_But-_** NO! You have your fic! Now go back and wait, you fourth wall breaking prick! "Um...Tsukune?" Moka said gaining his attention, "I really want to help you." she pushed Tsukune against a wall and pressed her body against his, "I want you to be happy...because..." her head drew inches from his face before she dug her teeth into his neck, "you let me drink your blood!"

Many emotions went through Tsukune's brain in this moment: lust, joy, sadness, anger, betrayal _My blood...of course!_ "STOP RIGHT THERE!!" both Moka and Tsukune nearly fell in surprise at the sudden shout of a new voice. Both turn and are surprised to see Ms. Ririko, "What were you two just doing?"

Tsukune was at a loss for words as he stared at Ririko who stared back with her arms crossed and a frown plastered on her face. _NO WAY!! Her? Of all the teachers, WHY'D IT HAVE TO BE HER!?!_ "Uh...um...this isn't what it looks like?" Tsukune said unsure of himself.

"Tsukune Aono!" Ririko yelled as she closed the distance between her and the teen in record time.

"Agh! Uh...yes?" Tsukune asked nervously.

Ririko tapped her index finger against her chin, "I'm surprised at you. Thinking about girls at a time like this?" she cupped her face with her right hand in dissapointment, "Haven't you been having trouble keeping up in class? Haven't I urged you to study?" Tsukune flinched and gulped in fear. Ririko darted her eyes over to Moka and gave her a look of bitter dissapointment, "Oh, I see... Moka Akashiya, so you're behind this!" she spat out with a sour tone.

"Eh? Me?" Moka asked placing her hand to her chest.

"I think I understand your problem perfectly well now Mr. Aono!" Ririko continued, "Honestly, Moka! To think that it's your fault that Tsukune is falling behind in math!" Moka stood still without making a sound, if she was thinking what Tsukune was thinking, then she was extremely confused.

"No, t-that's not true," Tsukune cut in, flailing his arms around, "that's not true at all! In fact, I just asked Moka to help me study!"

"Down boy!" Ririko said forcefully _'Down Boy?' What am I, her dog?_ "If you study with her, you'll just end up like you were a moment ago won't you?" Tsukune tried to respond, but Ririko beat him to it, "Just as I thought, you're hopeless. Tell you what," she patted Tsukune on his cheek, "I'll tutor you. Come to my classroom after your club meetings. You'll learn a lot more from me than you could from her." _Phrasing_ _. Gah! I'm turning into Ben!_ Ririko then cupped Tsukune's face as she pressed her body against his, giving him full view down her shirt _Too close! Too close!_ "Studying can be fun Tsukune, I want to help you learn."

oOoOoOoOoOoOoOoOo

"No way!" Kurumu shouted inside the clubroom, "Private tutoring with Ms. Ririko?!" it had been not even five minutes since Moka and Tsukune arrived at the club and already the story of Tsukune getting tutored by the teacher is becoming mainstream news.

"What a pain in the ass," Ben said as he screwed a cap off of a container dumping its contents into his hands and eating them, "and I mean that litterally."

"What do you mean? And what did you just eat?" Tsukune asked.

Ben held up the orange container for his friends to see, "These are my anti-depressant pills. There are many like them, but these are mine." he chuckled at his joke, "Tell you what though, you monsters give one hell of a dosage. This is nearly twice what we get in the states." Ben opened a bottle of green tea and downed the contents in a matter of seconds.

"Okay, but that doesn't answer the other question." Moka mentioned. She gave Ben a smile and mouthed _'Good for you'_.

"Anyways," Ben continued, "what you described is a type of woman I wouldn't want to be around for long. Given how she dresses, her skimpy length skirt, tight blouse and not to mention how it has to be tied up to keep from breaking. Add that with, what I'm certain is, a leather undergarment behind the shirt, and the lingerie bra that is visible during work hours. All that rolled into her quarter thigh high fishnet stockings, and you got yourself a teacher that is into BDSM and you are more than likely her next victim." the club was stunned at Ben.

"Wait...then how would it be a literal pain in the ass?" Kurumu asked.

"Oh, you idiot." Yukari said under her breath.

"Her BDSM tendencies probably mean she's a dominant type, as apparent in Tsukune's story when she pressed herself against him, she probably would force the submissive to try new things...and what new things in a BDSM relationship are a pain in the ass?"

Kurumu had a blank expression on her face for nearly a minute before she spoke again, "OH GOD!" she yelled out, her face blushing and full of disgust.

"How do you know this?" Yukari asked.

"I'm observant of the people around me." Ben said while he drank another bottle of tea.

"I think you're overreacting." Moka said, "Ms. Ririko is a teacher. She wouldn't do something like that." **_I don't know...maybe he's on to something._** Moka's 'Inner' self mentioned, though only Moka and Ben could hear it. Moka chalks it up to being a form of trust.

"Whatever you say Princess Bubblegum." Ben spun around in the office chair he was using, " _And_ _here's to you, Mrs. Robinson/Jesus loves you more than you will know/Wo wo wo..._ " he sang.

"Anyway," Tsukune started, trying to change the subject, "I originally wanted Moka to tutor me." he said as he slumped his shoulders.

"It can't be helped I guess." Kurumu said with a sigh, "They say she always does this."

"Who's they?" Ben asked under his breath.

"Well it's like this," Kurumu continued, "it's okay to 'think outside the box', but if the box is here, then her brain is...waaay out here." she said by making a box motion and then moving her hand as far away from the area as possible. "I mean, she's REALLY passionate about teaching math, but she is TOO passionate about it. They say that whatever she takes on, sooner or later, she overdoes it."

"Who the fuck is 'they!?'" Ben asked out loud.

"Plus all the boys fall for her because she's Stacked!!" Kurumu yelled out slamming her fist against the wall, "She's trying to show me up!"

Moka nonchalantly pulled her shirt out and looked down, "Don't be so self conscious Frappé, you're hot." Moka yelped in surprise at Ben's comment. She looked at him with a red face as he continued, "Besides, that's not even your final form Freeza, when you transform you get super stacked too! Plus as a vampire you have like, infinate youth, so you're solid."

Moka smiled shyly, "Thanks...I guess." **_What did I tell you about referring to me as a coffee drink?!_** her other yelled at him, "I'll just ignore you comparing me to an evil tyrant from another galaxy." Moka said with a smile.

"I don't know, your 'Inner' self could pass off as 'Space NepolHitler'." Ben said with a smile only for the chain to move towards him, "Haha, you can't hit me from way over there."

"Haha," the two hear in the distance, "you're jealous of your teacher's boobs Kurumu? That's so immature!" Yukari said making fun of Kurumu, just normal everyday things. Kurumu growled at the comment made by the witch, but changed her expression to a smile.

"You're one to call anyone immature Yukari," Kurumu said laughing as she patted Yukari's chest, "do ya...catch my drift? Do ya? Do ya?"

Yukari recoiled in embarrassment, "Gah! There's more to maturity than that!"

"Of course there is little Yukari, and someday you'll be mature enough to know what it is!" Kurumu said as she fondled Yukari's chest. Yukari responded by doing the same to Kurumu.

"What the hell?" Ben asked with a confused face.

"Y'know Kurumu," Yukari started, "I think I found everything mature about you!"

"What are you two doing!?" Tsukune yelled out. The two looked at the predicament they had gotten themselves into and ceased doing it. Kurumu patted off her skirt as if it were dirty and moved over by Tsukune. Yukari pulled out her wand and began writing something on the board.

"...Anyway," Yukari said as she began to levitate some chalk to write on the board, "tutoring can't do any harm, especially if you want to have fun this summer." she stepped aside to show a diagram that represented the point she was making, "At the acadamy, any student that scores under 50% has to go to summer school. So if you wanna have fun this summer, you better work hard." she ended with a smile.

"OH MY GOD!" Ben shouted out causing everyone to look at him with worried expressions, "You mean I can put even LESS effort than what I was gonna give?" everyone groaned and Kurumu hit him over the head with a book.

"We thought something bad happened, asshole!" Kurumu yelled out. The bell rang signalling that club activities could ve done for the day, "Come on Ben! We have studying to do!" Kurumu said as she pulled Ben by his arm.

"Okay, but just know that I'm going to push you to your studying limits." he replied.

"What limits? I don't have any limits!" Kurumu said with a cocky grin.

"That's because you don't study." Ben said under his breath.

"What was that?"

"Nothing!"

oOoOoOoOoOoOoOoOo

 _Damn, that's right. Of course monsters have summer vacation._ Tsukune thought as Moka walked him to his tutoring session. _They're people just like me and Ben, why wouldn't they get a vacation?_ _They really are like-_ "What the?" Tsukune and Moka both stopped when they saw Keito hanging upside down with a web strand.

"Um...Ms. Keito, what are you doing?" Moka asked with a slight smile forming, "And, how are you keeping your skirt from falling?"

Keito screamed in surprise and fell off her strand. She quickly got up and brushed the dust off her blazer, "Ahem, Akashiya. Aono. How are your studies?" she asked with a serious face.

Moka and Tsukune looked at each other in confusion, "Why do you care?" Tsukune asked.

"I don't. But you are Ben's friends." Keito replied.

"Ohhh...You have a crush on Ben." Moka mentioned. Keito's face went red from embarrassment, "It's okay, no need to be embarrassed. He could always use more friends, and if he got... intimate...with one, he may have a really fun time here. It must be hard, being so far away from home." Moka and Tsukune both waved and left. _Who would've thought Ben would have an older secret admirer._

The two walked the steps of the school to get to Ririko's office on the fourth floor. Both talking about the whole situation, "So, you're really going yo get tutored by Ms. Ririko, Tsukune?" Moka asked. Tsukune opened the door for the hallway and let Moka in before he continued.

"What choice do I have?" he mentioned, "I am sorry though Moka. I asked you first, but now we can't study together."

"Oh, that's okay." Moka lied. She tried to make it more convincing by adding a chuckle, but even Tsukune could tell it was forced. _Oh, Moka. I am sorry._

"But, don't worry about me!" Tsukune said with a cheery expression, catching Moka off guard. "I'm really motivated to study now! I mean, I completely forgot about summer vacation!" Tsukune gave a fist pump as a fire in his belly ignited his determination, "I'm gonna get good grades, even if it kills me, so when finals are over, we can spend the whole summer together. Okay?" he gave a thumbs up and a huge grin spread across his face. Moka blushed at the comment and fidgeted in place. Moka nodded and let Tsukune walk the rest of the way while she made her way to her dorm.

Again, she passed by Keito, who seemed to be stuck in her webbing, "Um...Do you need any help Ms. Keito?" Moka asked, confused to how a Spider-Woman became entangled in her own web.

Keito let out a long sigh, "I suppose, some assistance may be necessary. But please hurry, all the blood is rushing to my head and I think I may pass out soon." Moka was quick to oblige and found the sharpest rock she could and began to cut the webbing. Slowly, but surely Moka was able to cut Keito down from her own imprisonment. "Thank you Ms. Akashiya. I am grateful." Keito gave a bow and nearly fell from the dizziness.

"What were you doing anyways?" Moka asked, trying to piece together this strange puzzle.

Keito gave a heavy sigh and slumped her shoulders, "I tried hanging upside down like Ben does, but how he does it is so strange. I keep getting headaches or caught in my own webbing." she placed her hand to her chin in contemplation, "Perhaps it's the region he's from."

"You know that I know he's a human right?" Moka asked.

"What? A human? Here on campus! How could you accuse such a-" Keito grabbed Moka and pulled her out of sight, "How do you know that?"

"Ben told me you know." Moka said with a smile.

Keito slumped her shoulders and groaned, "Who else know?"

"Just me and Tsukune."

"Good, let's keep it that way."

"Hey, why were you trying to be like Ben anyways?" Moka asked.

Keito's face turned beet red, "Um, well, you see..." she tried to make an excuse, but couldn't, "I want to try and get him to notice me okay?! I figured if I did things that he did, he'd take interest in me." Moka smiled sweetly and Keito let out a breath of relief. Keito bowed and made her leave but not before telling Moka something, "Speak of this to no one freshman." Moka nodded and Keito left.

"Poor girl. She only wants to be noticed. Though, I guess a girl liking Ben is a nice change of pace." Moka said with a chuckle as she continued her walk back to her dorm.

oOoOoOoOoOoOoOoOo

Tsukune finally made it to the study room where he would be tutored by Ms. Ririko. _All right, my reward for passing finals is a summer with Moka! And for that, I'll go to AS MANY tutoring sessions as I can stand!_ Tsukune cleared his throat before he knocked on the door of the study room, "Hello! Tsukune Aono reporting for tutoring!" no response. He knocked again, "Hello?" Tsukune looked around the large room and saw it was lighted only by candle light _It'a kinda dark in here._

"I'm glad you came Tsukune." Tsukune turned around and practically had a nose bleed at the outfit Ms. Ririko was wearing. It was very minimal. She wore only a small black synthetic leather corset that was tied somewhat loosely, her normal back skirt and her fishnet stockings. Tsukune practically screamed in surprise.

"M-Ms. Ririko?! What are you wearing!?!" Tsukune yelled out.

Ms. Ririko blushed lightly, "I thought this outfit might motivate you to work harder."

"NO WRONG, OPPOSITE OPPOSITE!!" Tsukune began to laugh nervously and back away towards the door, "I-I'm sorry Ms. Ririko, but this is just kind of weird." something then snapped behind Tsukune like a whip.

"'Weird'?" Ririko asked. She brought the the whip back towards her, though it was more like a vine, "How could this be 'Weird'? I'm a teacher." _That's not a good excuse!_ "A teacher is a respected leader in the educational realm, and a student...is the teacher's slave!"

"S-Slave? Uhhhh...Ms. Ririko...stop? Please?"

Ms. Ririko chuckled and gained a lewd expression, "Oh Tsukune, my sessions aren't painless! But it's all for your own good! Oh how I love teaching!" she said with a laugh.

Hours pass and Tsukune is still in Ririko's room, spouting off formula's and equations, "You're so good with polynomials Tsukune." Ririko says with excitement, "Do you see what you are capable of...under my firm hand?" she gets next to Tsukune's neck and licks the lobe of his ear.

oOoOoOoOoOoOoOoOoOo

Meanwhile, Moka was diligently writing in a spare notebook, "I don't have to be a distraction to Tsukune! I won't be a distraction to Tsukune! He asked me to help him...and dammit that's what I'm gonna do!" she continued to vigorously write down notes and hints for remembering formulas for Tsukune.

oOoOoOoOoOoOoOoOoOo

It's been a few days since Tsukune began seeing Ms. Ririko and since then he's been a bit reclusive. His friends assumed he was just taking his studying seriously, but Moka was worried from not seeing him. Ben was worried because Tsukune was his back up alarm clock. "Wow Ben! You're such a great teacher, I bet we could make a killing if you charged students to tutor them!" Kurumu said as she, Yukari and Ben all walked sided by side down the hallway.

"What's this 'we' buisness? I'd be doing all the work." he mentioned with a cock of his brow.

Kurumu chuckled and flicked his forehead, "Silly Ben. I'd be the one finding you work, which makes me your manager. So that means, I'd get ten percent."

"I think I'll be like Macklemore and do this on my own thanks." Ben said with a chuckle.

Kurumu frowned and gave Yukari a look, "Don't even think about it Kurumu!" Yukari yelled out, but it was too late as Kurumu tied her with rope and dragged her along her side.

"C'mon Yukari, we have to make money!" Kurumu said before she bumped into someone. She gasped in surprise at who it was, "T-Tsukune?" Tsukune didn't respond, instead he repeated different math formulas and equations.

"Does he seem a little...off to you?" Yukari asked. Yukari listened closer and heard the different formulas that Tsukune was repeating, "H-He's repeating math formulas!? Even ones we haven't learned yet!"

Kurumu lunged forward to hug Tsukune, "You're learning it! You're studying so hard Tsukune!" she yelled happily, but when she tried to wrap around Tsukune she whiffed and he had walked passed her. Ben snickered at the sight of course, but frowned at the state Tsukune was in.

"Don't worry, it's not your fault." Ben said as he patted Kurumu's back.

Moka had been walking down the hallway jubilantly, holding her notebook that she made in her arms. Thankfully Tsukune practically came to her, so there was no need to go searching for him, "Tsukune?" she asked, not sure if it was him at first or not, "Have you been...studying hard?" she looked at Tsukune and already felt like something was different. He seemed distant, "Um," she shuffled her feet slightly, "I wanted to help you at least a little, 'cause you know... you've helped me with so much. I mean, you're the reason that school is fun everyday!" **_That's a bit of a stretch._** her other said, "Quiet!" she told her other. She cleared her throat and continued, "So...um...I made this notebook for you, it covers all the topics on our tests." she blushed slightly as she handed Tsukune the notebook, "I bet you'll ace the finals with this. Heh." **_Condescending much?_** "And I'd...I'd really like it if you used it." she finished. She handed it to Tsukune, but he didn't take it, instead he stared blankly at her, "Tsukune...is something wrong?"

"And WHAT do you think you're doing?!" Moka's notebook was snatched by Ms. Ririko who began to flip through it with a sour expression, "You just never learn do you Moka?"

"But Ms. Ririko- OW!"

Ms. Ririko interrupted Moka by throwing the book back at her face, "Trying to lure Tsukune away with this trash!" Ririko move passed Moka and wrapped her arm around Tsukune's waist, "Come Tsukune, don't be afraid, teacher's here." Ririko took Tsukune all the way to the Tutoring room and sat him down as she began to undress herself.

"Now, we are going to study hard today." Ririko said as she began to take her top off.

"Mo..." Tsukune started catching Ririko by surprise, "...kaaaa..." Ririko's smile quickly turned into a frown as she smacked down her riding crop at Tsukune for his 'Disobedience'.

"NO! BAD BOY! BAD! I told you to forget about her! I will teach you everything you need to know!"

oOoOoOoOoOoOoOoOo

Moka sat at a table in the courtyard alone looking through the notebook she had made with a sad expression. She sighed and flipped the page, "There's something weird about Ms. Ririko." the sudden voice caused Moka to subconsciously close the notebook shut and squeak in surprise. Moka looked behind her to see Yukari, Kurumu and Ben walking in a group. The voice belonged to Yukari, "I heard about another guy she tutored recently, they say he got really good at math! But, they say it was like he became a slave or something. And, you have to admit that Tsukune has been acting weird lately."

"You think Ririko is doing something?" Kurumu asked.

Moka shed a tear at the thought of Tsukune being used. She jumped in surprise when her shoulder was gripped by someone, "We need to go save him." Ben said and Moka nodded knowing exactly what he meant. The two began running towards the tutoring room Tsukune was in.

"How did you find out?" Moka asked.

"I saw his face, it definitely looked like mind control." Ben replied quickly as he began removing his tie.

"What do you mean?"

"I've seen it before, duh. _'I.M.' are you ready?_ " Ben asked the last part to Moka's 'Inner' self.

 ** _Did you just call me 'I.M.'?_**

Ben chuckled, " _Yeah, it stands for Inner Moka._ "

 ** _Oh shut up._**

Ben opened up his shirt and groaned, "I'm gonna go and grab the rest of my suit, I'll meet you there." Moka nodded and dashed ahead, "Moka!" Moka turned to see Ben stopped in place, "Be safe." Moka smiled and nodded as she continued onward to Tsukune.

oOoOoOoOoOoOoOoOoOo

Back with Ririko, she still wasn't pleased with Tsukune's previous outburst. She lifted up the tentacle like appendage, "Just so your attention doesn't wonder to that **girl**...Teacher is going to make you learn extra hard today." the end of the appendage opened up like a flower and attached it to Tsukune's head. It began to send energy to his head that was like a painful shock causing Tsukune to scream in pain. "Heh-heh, Lamia pumps knowledge directly into your brain, so you can't think about anything other than what I teach you!" Tsukune's eyes went white and he began to recite math formulas. "That's it Tsukune," Ririko moaned, "such a good student!"

"STOP!!" Moka yelled out as she dashed through the door, "What are you doing to Tsukune?"

Ririko turned in frustration, "What is...?! Moka, you really don't care about the pursuit of knowledge do you?" now that she was turned around, Moka could see Ms. Ririko in her full form, a Lamia. "Well, you're not going yo disrupt us ever again!" Ririko whipped her tail at Moka and sent her flying across the room, "Teaching is my life! No one interrupts my lessons!" Ririko said as she adjusted her glasses. She smiled and coiled her tail around Tsukune, "Now then Tsukune...let's continue. You know that teacher is only thinking of your welfare." she held her hand out towards Tsukune.

"No Tsukune, get away from her!" Moka yelled out.

"Sorry Moka," Ririko started, "but you've lost him." Tsukune took her hand, "No one can sever the special bond between a teacher and student. Isn't teaching inspiring!" Tsukune was about to bring Ririko's hand to his lips when it was stopped by a web strand and forcefully pulled backwards slamming it back at Ririko, "What!" Ririko screamed as she tried to find who did that to her. She didn't have much time to look though as the notebook Moka had was tossed at her face.

"What you're doing isn't learning, it's mind control, slavery!" Moka yelled out.

In anger Ririko slammed her tail against the notebook and sent the pages flying, "You wicked girl! I'm a teacher!! I'm doing this for his sake, why can't you appreciate that?!"

The papers of the notebook floated down and one landed in Tsukune's hands. _This is Moka's handwriting._ Tsukune thought. He began to read through the paper and saw the encouraging note, _We can do this together..._ that line broke Tsukune free of his mind control, just in time as Ririko went to strike Moka.

"Moka Akashiya, you will be disciplined!" Ririko yelled out.

She lashed her tail down and it was caught by the Scarlet Spider. Tsukune, meanwhile tackled Moka out of the way. "Tsukune!" Moka yelled out.

"Moka, I want us to do this together!" he yelled out as he ripped off her rosary.

Scarlet chuckled at Ririko, "So you wouldn't happen yo be related to a guy named Cottenmouth would you?"

"Who do you think you are!?" Ririko asked angered.

"Name's Scarlet Spider, and God DAMN! No wonder we have to retain our human forms, you look ugly as sin! If the Ghost Rider saw you, he'd have to perform a penance stare based on your looks alone!"

"What!?"

Scarlet shielded his eyes from her body, "Woah woah woah! Don't Lamia wear panties? Jesus, how can I fight you when Mariana Trench is looking me in the face?" Ririko's lit up in anger, "Look, I'm not saying you're a whore, I'm just saying it's very wide and you tried to get freaky with a student."

"Shut up, shut up, shut up!" Ririko launched forward.

" _Too easy._ " Ben said to himself. He balled his left hand into a fist and was immediately in Ririko's face before she even knew it, " _SPIDER STING!_ " he shouted and punched the Lamia straight in the face breaking her nose, glasses and sending her across the room. She was immediately unconscious.

" _Well, not bad._ " Ben turned in surprise to see 'Inner' Moka. " _It seems that yet again, I wasn't needed._ "

" _Don't be ridiculous, you're always needed!_ " Ben said with a smile under his mask, " _Having you around is comforting. It makes me feel confidant in myself. Even if it was just you in your cross prison._ "

Moka sighed and placed her hand on Ben's shoulder, " _You don't need me Ben, your confidence can stem from something else._ "

Ben sighed, " _I mean...I guess. But...I don't know._ "

Moka looked at Ben's slumped shoulder's and saddened expression. She took his head and lifted it to see her, " _Chin up American. You did well today. You definitely proved your strength, one-shotting a Lamia like that. Their scales make them extremely tough. I'm...impressed."_

" _Really!?"_ Ben asked wide eyed beneath the mask. Moka gave a simple nod, " _Yeah, well, I guess as a villain she was pretty_ _Lamia._ " Moka's eye twitched at the pun as she looked at Ben. She looked away and quickly smacked him in the back of the head.

" _Don't do that ever again._ " she walked away and grabbed the rosary from Tsukune and sighed before putting it on and transferring back to her sweet self. Moka quickly opened her eyes to Tsukune smiling and Ben with his mask off, "Pretty Lamia?" she asked with an amused smile.

"Shut up." Ben said with a red face.

ooOoOoOoOoOoOoOoOoOo

The teens reported what happened to the school and Ririko was placed on two week 'Administrative Leave' or extended summer vacation as Ben put it. Tsukune, unfortunately forgot everything that Ririko placed in his head. But finals came and went all the same. Tsukune had his results, but didn't dare look at them. "How do you think you did Tsukune?" Moka asked as they walked back to their dorms.

"Oh, I don't know, I tried my best..." Tsukune said sheepishly, "but I have no regrets, because it was all worth it to study with you. Even if it was only a few days." Tsukune chuckled as Moka stared at him and eventually tackled him down.

"Oh Tsukune it's so good to have you back!" he got an 89 percent after three days of studying.

"What?!" Yukari yelled, "Kurumu, how did you get a 95 percent?!"

"I just tried my hardest. Deal with it!" Kurumu said while sticking out her tongue.

"I did her test and purposefully got some answers wrong." Ben said to no one in particular.

"Ben who are you talking to?" Kurumu asked.

"Oh you know, just anyone that's willing to listen."

 **A/N: You guys can't see it, but I'm holding up a middle finger in victory. This chapter was difficult to write because 1) I was in finals.** **2) Ririko fight was going to be boring no matter what, so I had to find a way to salvage it and make it funny-ish** **. 3) I'm not good at building relationships yet. So if my message isn't being conveyed right, I want to explain it more clearly.**

 **Ben sees Moka as an angel that always lifts his spirits, ironically since she's always cold towards others. His moments are supposed to come off as a type of 'Notice me Sempai' because all he wants is for the person he looks up to the most, maybe just as much if not more than Peter, approval. So when she tells him good job he begins to feel more comfortable because he felt he made a big stride with her. That's what I was trying to get across, for the most part. Keito is comic relief as I don't have a purpose for her that's too major yet. I hope I make her funny as the last thing I want is for her moments to come off Yandere-ish and not just unnecessary jealousy.**

 **Okay, anyways, next chapter is travel to the human world, which means cameo appearances by a certain someone, a someone who may have been trying to contact him, someone he knows. But before I can do that, the next chapter for Spidey and Deadpool will come out. So until next time, see you around guys.**

 **P.S. Yes. Ben did just break the fourth wall at the end. No, it won't be a recurring theme with him.**


	9. To the Human World!

**To the Human World!**

Birds chirping, sun shining and the wind blowing a brisk breeze. Not exactly summer, sure, but Tsukune just had to take the monsters words for it. _Nearly four months I've been here, and somehow survived the first semester._ Because of the summer season Tsukune was wearing more appropriate attire for the occasion. He wore a white undershirt with a short sleeved black button up that was over it, though it was unbuttoned. He also wore gray jeans and white Adidas. Tsukune was waiting at the bus stop for his friends, but none of them decided to show up yet. _C'mon, where are they?_ He thought _The bus could show up soon and they wouldn't be here!_ Bored Tsukune began pacing back and forth constantly checking his watch.

"Yo!" Tsukune turned around to see Ben in the only tree with a pencil and a drawing pad, "Quit moving dude, you're messing up the drawing." Tsukune smiled and Ben jumped down to greet him. Upon closer inspection Tsukune saw Ben was wearing a gray camouflage cargo shorts, white Nike socks, and gray Air Jordan Trainer's. His top was what caught Tsukune's eye the most though: A white tank top that had the United States and english lettering over it. Tsukune couldn't read it that well. The two shook hands and Ben patted his back. "You didn't actually think I'd bail on the best field trip ever do you?"

"No, but sometimes with you I can't tell." Tsukune replied with s shrug.

"Tsukune, Ben!" the two turned to see Moka approaching with a sweet smile. Tsukune couldn't help but blush at the vampire's beauty. She wore a magenta dress with a magenta summer jacket that was opened up, she also wore purple socks and heels. Moka looked at Ben and what he was wearing and frowned.

"What is it Moka?" Tsukune asked.

"My other says your shirt is insensitive." she said pointing at Ben.

"It's not completely directed at Japan. Besides, don't hate the player hate the game." Ben said with a grin.

"Why? What does your shirt say?" Tsukune asked.

"Back to Back World War Champs." Ben and Moka said in unison. Tsukune blinked owlishly a few times before pinching the bridge of his nose.

"Please tell me you are joking."

"How could I joke about this? It's in the history books. People will always say it was a team effort, but the US was fucking MVP in both wars." the two others just groaned at his response.

"Ben, please change." Moka said, "It'd be easier for everyone." Ben shrugged his shoulders and took off his shirt showing off his muscle making Moka blush a fierce shade of red. **_You can't honestly be that embarrassed_** her other said with a scoff, Ben heard this and laughed. Popping back up, Ben pulled out a Red vs Blue Emotional Time Bomb shirt. **_Well, that's very on the nose I suppose. How's that hobby coming along?_**

"Oh it's great, I've been drawing lately. I've been pretty calm lately too." Ben said with a smile.

 ** _To be fair, that could be the pills. Have you taken them by the way?_**

"What are you my mother?"

 ** _No, I just prefer you when you aren't a suicidal mess._** Ben acted as if he had been shot in the heart, but still nodded to Moka's rosary.

"I hate that I can't hear what they are talking about." Tsukune mentioned.

"Yeah, well, he's constantly looking at my chest as he talks, and that is very awkward." Moka said with a frown. She sighed and smiled all the same, "So, why are you two here so early? We aren't supposed to meet for another half hour right?" Tsukune gave her a blank stare with half lidded eyes.

"I thought we were supposed to leave in a couple of minutes." Tsukune mentioned.

Moka stared at her friend and chuckled at his antics, "Well, you thought wrong!" she said before laughing.

"Oh, c'mon, that wasn't fair!"

Ben picked up a rock and tossed it into the sea, "Hey, but that summer vacation though." he said trying to change subjects.

"Oh yeah," Moka clasped her hands together, "It must be pretty hard on you, huh Tsukune? Since we aren't allowed to visit home."

"Actually, I'm more upset for Ben." Tsukune said with an empathetic smile.

Ben cocked his eyebrow in confusion, "You know I was homeless before this right? I literally have no one to visit." the other two just looked at him in shock.

"Geez," Tsukune said as he began rubbing his temples, "how did this all happen?"

 **Three Days Ago...**

"A TRIP?!" the whole Newspaper Club shouted in unison. " _Hell yeah_!" Ben added.

"You mean, just for us?" Kurumu asked with stars in her eyes.

"That's right!" Nekonome replied with a cheerful expression, "All clubs have summer activities, so I figured we'd do something that helps you grow as journalists!"

Ben gasped in realization, "You want us to start a gossip column where we can tell all the single women what's 'in' and what was 'so last year'." Ben replied with flamboyant gestures.

"That was really girly." Yukari replied.

"Eh...No, Ben. That isn't what I was going to say. I was going to say," she snapped her fingers, spun around and placed one foot up on her desk, "we're going to do some investigative reporting." there was a collective groan, "And we're going to the human world!"

Ben, who was drawing, dropped his pencil on the ground and sat in his desk with his mouth agape, "Nekonome we can see your underwear." Yukari mentioned. She quickly moved her leg down in embarrassment.

Ben got out of his chair, approached Nekonome and hugged her, "Ugh, Ben, what are you-" Ben placed his finger over her mouth.

"Shh, shh, shh. No words, just emotions." he then proceeded to cry, "I'm so happy, we can finally get out of this hellhole!" the other students smiled at his antics.

"Uh, Ms. Nekonome, you must be kidding." Tsukune mentioned, "School rules say we aren't aloud to go to the human world until graduation!"

"Unless a teacher authorizes it...I think." Nekonome placed her hand on her chin.

"Shouldn't you be sure!" Tsukune retaliated.

"Tsukune, don't cock block me!" Ben replied in anger.

"From what?"

"From going back to the human world for at least a day!"

Kurumu smirked, "Well, I don't mind where we go as long as Tsukune is by my side."

Yukari was clutching her chest, "The human world?"

 **Present...**

The three were all hanging out in the tree waiting for the others as they reflected on how they got into this situation. Hanging out in the tree is pretty general, really they were resting on a giant web that Ben made. "Yeah, it's pretty wicked how we got into the situation," Ben mentioned as he continued his drawing, "It's cool, but strange. But hey, don't look a gift horse in the mouth, am I right?" the other two nodded in agreement.

"So, what are you excited for Ben?" Moka asked, "When we get to the human world I mean."

"Internet." Ben said as he finished the drawing he was working on. He turned the sketch pad around to show a manga-esque drawing style of Tsukune, "Pretty cool right?" the two laughed at the description he put for the drawing: Lucky Bastard.

"Guys!" the others turned to see Kurumu and Yukari approaching them. Kurumu and Yukari decided to wear what they always wear except Kurumu wasn't wearing her sweater vest. Kurumu, for some reason, was dragging Yukari, "Good thing you're here. I need you to talk some sense into this girl!"

"Let go of me cow!" Yukari yelled as she struggled to get out of the Succubus's grip.

"What's wrong with her?" Moka asked ash she, Ben and Tsukune jumped out of the tree.

"Little-Miss-Know-It-All here, thinks that we are going to have bad luck or something if we go to the human world." Kurumu explained as she tugged Yukari's cape to pull her towards us.

"I told you, I don't want to go!" Yukari yelled again, "I saw the Tarot cards, we shouldn't go. You can go if you want, but I'm staying here!"

Ben's eyes widened slightly as he pulled out a Tarot card from his pocket, "Is it this one?"

"AGH! The headless horseman!? Oh no, it's even worse than I thought!" she screamed trying to run again. Kurumu scoffed at the Witch's antics, "The headless horseman is a dangerous omen, signifying death and damnation!"

"Cool." Ben replied.

"NO!! NOT COOL, NOT COOL!!" Yukari kept shouting as she banged her fists against Ben's chest. "Ow." she pulled her hands back rubbing them to soothe the pain.

Kurumu crossed her arms and sneered at the young witch, "So you're afraid? How childish." she said bluntly. Yukari gulped. Ben frowned at Kurumu and kneeled next to Yukari.

"You have nothing to be scared of. I'll be with you every step of the way." Ben gave a smile to Yukari, who just frowned and lowered her head, "Besides, she only picks on you because you're the only one who'll give her attention." Ben joked.

Kurumu turned her head quickly and sneered at Ben, "Are you making fun of me?"

"What? Noooo." Yukari said sarcastically making her and Ben laugh together. The Bus pulled up with Ms. Nekonome waving from the window. "Where's Gin?" Yukari asked.

"Oh, he didn't pass a class, so he couldn't come." Nekonome replied with a frown, "But, that's no reason for us not to enjoy ourselves!" Yukari and Ben began piling to the back of the bus.

 _It'll be fine._ Tsukune thought, _I mean, haven't I been wanting to go home since I got here? Yeah it'll be fine_ "I'm sure it'll be fu-"

"Hehehe." the Bus Driver chuckled, "You're fooling yourself kid." he said taking a long puff from his cigar, "You nearly got eaten by one student, practically killed by school security. You're girlfriend is a freakishly powerful vampire who despises you and your 'best friend' is a meta-human. You really think it'll all be fine?"

"H-How did you-"

"Hehe, let's just say that I've been keeping an eye on you." the bus driver said taking another large puff from his cigar. The driver turned around and Tsukune could see clearly, with much fear, that this was the same driver who brought him here. The bus began moving and approached the tunnel, "Hope you aren't scared of the dark." he said to the group.

"Are you kidding? The dark is your friend. Monsters can't see you there." Ben joked.

"Hehe." the driver chuckled as they began going through the tunnel itself, "They call these 'Tunnels of the Fourth Dimension" it used to have countless mouths that could take you anywhere there was an opening in the human world."

"Oh, so like warp points in Mario." Ben replied.

"You have a good imagination kid. Most are either closed off or destroyed now though." the driver replied with a solomn grimace.

"What happened to them?" Moka asked.

"Well, the ones that connected us to the west are either blocked off by holy seals, destroyed or boarded up. Most likely due to some humans not wanting any unwanted guests."

"Yeah, that could be Blade's fault. Blame him." Ben blurted out.

"Yes, I imagine the famed Vampire Hunter would have something to do with it, but I can't imagine all of them." the driver tapped his cigar to get rid of some of the ash, "Well, here we go. Say goodbye to the monster world." the sun shone brightly as the group of teens entered a mountain town in Japan.

oOoOoOoOoOoOoOo

A girl with raven black hair, a black tank top, black leather pants and boots, sat in the passenger seat of a jet. She recieved a ping sound on her phone and stared in surprise when a blip, that she hadn't seen in months, popped back on the world map. "That mother fucker." she said through her teeth.

oOoOoOoOoOoOoOo

The group of teens sat in silence and awe as they watched the humans outside, when suddenly, _"'The bitch came back, the very next day/Well the bitch came back, thought she was a goner/The bitch came back, she couldn't stay awaaaaay/Don't you know the bitch came back!'"_ It was Ben's phone. It's been so long since he heard a ringtone that he completely forgot what it was. "Hello?" he answered.

 _"WHERE THE FUCK HAVE YOU BEEN!_ a female voice yelled from the other side of the line, _"What happened to you? One minute you're hanging in Manhattan, the next you're off the face of the Earth!"_

" _Wow Laura, you DO care._ " Ben replied in english. The other teens looked confused, but allowed him to have his conversation.

 _"Are you kidding? I know you and I aren't exactly on speaking terms, but I was still worried!"_ Laura Kinney...or Howlett, or whatever she's calling herself. Ben didn't know anymore. And frankly, he didn't care.

" _Yeah, were you worried about Spidey?"_ Ben asked with a angry tone.

 _"That's not fair. He's been gone just as long as you and he-"_

" _Didn't do anything wrong,_ " Ben interupted, " _It's been months Laura, just forgive the guy, he said he was sorry._ "

 _"Look, I trusted him, and he betrayed that trust. How do you expect me to apologize from that?"_ she argued.

" _You could not be a heartless bitch for starters. You two were close at one_ _point. Like brother and sister, hell the guy had a massive crush on you but only stayed away because of-_ "

 _"Logan._ they said in unison. _"Whatever, what are you doing? Where are you?_ Laura asked changing the subject.

" _Japan_."

 _"...Why?"_

" _I'm doing stuff for Madame Web._ "

 _"Whatever, it was good to talk to you again. Sorry for freaking out._

" _Don't apologize to me apologize to-_ "

 _"Yeah, yeah, I'll apologize when I see him. It's...It's been a lo_ _ng time coming. See ya'."_

" _Bye._ " both hung up and the teens stared at Ben with sly smiles, "What?"

"So, you DO have a girlfriend, hope she isn't jealous." Kurumu teased.

"Not my girlfriend. She's like a sister." Ben replied.

oOoOoOoOoOoOoOo

Off the beach of Hokuto City a somewhat tall fair skinned man crawled out of the sand on the beach and stood. He wore a green striped shirt and khaki pants along with hiking boots. The man was an American. Flint Marco, wanted fugitive of SHIELD, known as The Sandman. " _Must...get...flower..."_ he struggled to say as he limped to the bustling streets. " _Penny...Keemia...I'll help you._ "

oOoOoOoOoOoOoOo

 **Ben**

oOoOoOoOoOoOoOo

Ben sat in the bus next to Yukari with ear buds in his ear drawing in his sketch pad while the young witch looked over his formula for making web fluid. "Amazing." she said in astonishment, "I can't believe your brother came up with this! This could be used for so many different things."

"Yeah, but it dissolves within an hour, so..." Ben replied as he continued drawing. It looked to Yukari like Ben was trying to make a Mangaka or something.

"What is that Ben?" she asked pointing to his drawing.

Ben removed his earbuds, which were apparently loud enough for the other teens to hear, "It's a small project I'm working on. Something to calm my nerves."

"The question should be, 'What the hell are you listening to'?" Kurumu laughed, "It sounds dumb!" Ben ripped out a scrap of paper and threw it at her head.

"Don't dis Queen! They are gods among men!" Ben went back to drawing with his headphones in, " _Under pressure. Duh-dada-dun-dada-dun-dun.'_ "

Outside the teens 'oohed' and 'awed' at the sights, "Woah, look at the beautiful city!" Moka exclaimed, "Is that where we are going?"

"What city is it?" Kurumu asked, "I haven't seen any signs that say."

"It's Hokuto." Ben and Tsukune say in unison.

Kurumu turned towards Ben, "And how would you know...American." she mocked. Ben sighed and held up his phone and showed her his GPS Location. "Oh." she said as she turned her head and blushed in embarrassment. The bus turned onto an unpaved road and clearly drove passed a sign that said " **Construction Site: No Trespassing**." Kurumu turned her head to do a double take, "Uhh, did I just see a 'No Trespassing' sign?"

"We're going deeper and deeper into the woods!" Yukari said worriedly. Tsukune could hear the Bus Driver chuckling to himself as they continued driving. Eventually the bus stopped next to a large sunflower field that spanned for dozens, maybe even hundreds of kilometers. A slight breeze and all of the flowers waved in unison. Ben stretched out and sniffed the summer air. _Well, it's cleaner than New York._ he thought.

"Wow, this is amazing!" Kurumu exclaimed as she stared intently at the large field of sunflowers, "A huge field of sunflowers."

"Hokuto City: Hokuto. Considered on of the sunniest places in Japan, large array of sunflowers that bloom in the summer." Ben said reading from his phone, "Makes sense."

"I didn't know humans had such pretty places." Moka mentioned. Ben growled feeling a little hurt by the statement, "Oh Ben! I didn't--Well what I meant was--uh..."

"No, no, it's fine. Everyone is entitled to their own oppinion." Moka frowned, "Besides, you haven't seen Time Square or Central Park yet." Ben said with a smile. Moka was shocked at the immediate 180 Ben made, but smiled all the same.

"Why did we stop here?" Tsukune asked to himself.

Ms. Nekonome was silent before she tugged on the Bus Driver's jacket, "Um, I don't think we reserved this tour." she said worried. Tsukune overheard and turned towarda them.

"Oh I know," the Driver started, "I just wanted to make a little...side trip. This is a primo spot in the human world right now." the Driver said as he puffed on his cigar.

"Oh, because of the sunflowers right?" Tsukune asked.

"You can see sunflowers in a lot of places Tsukune." Ben chimed in, clearly listening to the conversation as well, "Alright, what happened, who died?" he asked in a monotone voice.

"Well, you are on the right track. You see this place is haunted." the Driver said with a large grin. _Very casual, just what I'd expect from a Bus Driver for monsters._ Ben thought. "Or," he continued, "It's terrorized by inexplicable events!"

"THAT'S WHY WE'RE HERE?!" Tsukune yelled out in fear. The Driver handed Tsukune a newspaper, it was stamped with the date from the day before.

"Take this, it should help explain things." The Driver began to walk back to bus, "Oh, and, watch your step around here."

"Wait why should we-"

"C'mon teach, let's get something to eat. I know a place that serves great fish." Ms. Nekonome's ears perked up and she happily left with the Driver leaving the students behind.

The students stood dumbfounded by what had happened, "I can't believe they left us!" Tsukune yelled out.

"What kind of teacher leaves her students behind?" Kurumu asked with a slight growl.

"Wha- No! This is terrible, we don't know where to go! Something could get us, I don't want to die out here! I wanna go home!" Yukari cried out.

"Oh, would you relax," Kurumu scolded, "Geez, we just go here." Ben walked up to Yukari and patted her shoulder. That, however, didn't stop the two from fighting, to which Ben could only sigh at in dissapointment. Ben shot his head behind him when he heard a slight rustling in the sunflower field, and he noticed Tsukune did the same.

"You hear that too?" Ben asked the human who nodded.

"What's wrong guys?" Kurumu asked in the middle of pulling Yukari's cheeks while she pulled the Succubus's hair.

"I'm not sure, I heard a noise in the field though." Tsukune answered. A light growling was heard and more rustling, "There it is again!"

"I don't like this." Moka said as she gripped onto Tsukune's shoulder.

" _Spider-Sense_. Whatever it is, it's dangerous. We should move." Ben suggested with the others nodding.

Tsukune pointed to a shack in the distance, "How about there! That shack!" the others began moving with Tsukune, except Ben who groaned at the suggestion. _I meant, 'let's turn around and leave' not go deeper!_ Ben chuckled as he walked towards the others keeping his guard up just in case _'Not go deeper' that's what she said._ _Hehe._

The teens reached the shack and slammed the door behind them, "Wait, where's Ben?" Kurumu asked trying to catch her breath, "He was behind us right?"

"I'm right here." Ben said as he hung down from the ceiling scary Kurumu and Yukari, "And before you ask: I used the window."

"Okay, outside was way too freaky!" Tsukune said with his back against the door, "Are we sure we're in the human world!"

"I'm able to go onto PornHub, so I'm pretty sure this is the human world." Ben commented holding his phone. The girls turn to him with looks of disgust, "Oh relax it's a joke! Look, nothing see!" Kurumu and Yukari still stared at him with half lidded eyes until they turned to Moka.

"To answer you question Tsukune, we are in the human world. But..." both she and Yukari shuffled their feet, "that wasn't normal. We should find out about this place. What does that paper say, the one the Drive gave you?"

Tsukune gulped as he read the paper outloud, "18 tourists missing from site. According to legend a witch lives on the hill near the site," Tsukune paused and gulped again, "leading many to believe she is responsible for the incidents that occured there. Curiosity seekers are drawn to the city by the rumors." Tsukune was visibly shaking from fear at what was happening.

Ben was typing a number into his phone, "What are you doing?" Yukari asked.

"I'm calling the Mayor of Salem Massachusetts." Ben widened his eyes in realization of how insensitive the joke was, "Bad joke, I'm sorry."

"A witch huh?" Kurumu sent a smug smile towards Yukari, "So a witch is behind this, oh, why do witches have to always do such mean things." Kurumu teased.

"Please, you can't honestly believe everything you read in the paper?" Yukari asked with a shrug, though still peeved all the same.

"Well, we ALL know about witches." Kurumu continued.

"Yeah, well I know all about Succubi!" Yukari insulted leading the two to get into another fight.

"And just what is that supposed to mean?" Kurumu asked in anger.

"To be fair, a Succubus tried to bone my brother, but backed down after realizing he was underage...and with a little persuasive help." Ben added.

"Shut up Ben!" the two shouted in unison.

Moka shuffled her feet. Not liking her friends fighting she tried to change the subject, "Um, hey, maybe we got dumped here for a reason?" the two girls stopped fighting and waited for Moka to elaborate, "Ms. Nekonome said we were going to do some 'Investigative Reporting' do you think it was whatever is going on here?"

Kurumu let go of Yukari who fell backwards onto the hardwood floor with a thud. "Ooo...you think she's testing us or something?" she asked with a wide grin, "I say we surprise her by solving the whole mystery."

"Are you trying to get us killed!" Yukari shouted in anger. Yukari began to pull out tarot card after tarot card, "This is the human world, something terrible could happen at any moment! Cities being dropped on each other, alien invasions, giant planet eating behemoths, humans evolving at an alarming rate! Look, at my tarot cards, disaster and catastrophe!"

"No, that can't be right. There was just a crazy semi-armageddon a couple of weeks ago." Ben mentioned as he saw a news article involving the X-Men.

Kurumu scowled at the young witch, "Yukari, do me a favor, will you? Throw those stupid cards away, and quit your bitching!" Yukari's eyes widened in shock. Ben put away his phone and began paying attention, "You're such a baby. If you're so scared--then just go back to school!"

Yukari stared at Kurumu with wide eyes, tears starting to swell up, "Scared? Who says I'm scared!" she yelled before running off. Ben, thinking quick, shot something onto her cape through his web shooter.

"Yukari wait, where are you-" Moka didn't get to finish as the witch was already out of sight, "Ugh! Now look what you've done she ran away, we have to-"

"Moka hold on," Ben interrupted, he pulled out the tarot card in Kurumu's head and webbed the wound close, "Okay...What the fuck is wrong with you?" he asked Kurumu.

"Me?" she responded with a scoff, "What do you mean, 'what's wrong with me?'"

"Usually your teasing her and that's different, but ever since this morning you've been increasingly hostile. She clearly wants you to stop, so why don't you?" Ben asked beggining to get more aggressive.

"Because she keeps coming with more insults, more ways to demean my intelligence. She's being rude and ungrateful."

"She's fuckin 11, Kurumu!" Kurumu stopped when he said that. Even though she knew that Yukari was 11, the idea never really donned on her that she was indeed not their age until Ben mentioned something, "Don't you think that maybe she does those things because she just wants to fit in? She shows aggression because that's all you show her? Maybe you've finally pushed her over the edge." Ben began to walk out the door when he stopped and looked back, "You know, maybe she looks up to you. Maybe she cares for you that much, but you belittling her like that...maybe you should just think about what you did. It's dangerous out here, and if she got hurt Kurumu...I could never forgive you." with that he left the group to go after Yukari on his own. Leaving Kurumu standing there with tears forming in her eyes.

oOoOoOoOoOoOoOo

 **Yukari**

oOoOoOoOoOoOoOo

Yukari walked through the forest on her own, tripping over some dead roots and getting her cape snagged a couple of times along the way. She decided to rest and found herself a nice broken tree trunk that had probably been laying here for decades. As she sat down to rest she started thinking about the conversation she had with Ben on the bus.

 **A few hours ago...**

"So, why are you so apprehensive on coming to the human world Yukari?" Ben asked as the two got on the bus.

"Well," Yukari started, "let's say a long time ago I lived in a tiny village, deep in a canyon, behind a magical barrier." Ben nodded, "Let's also say I was raised my whole life that humans were the enemy! I hated them and their world...until I met you and Tsukune." Yukari slumped in the seat and whined, "I didn't know it at the time, but you guys are humans. I know you're my friends, but I feel so uneasy about you."

"If it makes you feel any better, I have a pretty bad track record with humans too." Ben mentioned, "Everyone I've faught has been a human, be it a purse snatcher, a Super-Human, a Meta-Human, or a Mutant. Yokai was my first experience with real monsters." Ben chuckled, "Gotta admit, the humans can be much scarier."

 **Present...**

"At least he gets me..." Yukari said to herself as she stared out to the landscape.

"GYAAAA!!" _Huh? Screaming?_ she thought. Following her instincts she went towards the screams.

"It's coming from the sunflower fields." Yukari said to herself as she ran back.

"It's dragging her in, sombody, HELP!" a woman wearing a white baseball cap to cover her long black hair, a t-shirt and short-shorts called out as she gripped onto the hand of her friend who was being taken into the field by some weird vines. "Yoko, please..." the girl looked behind her and saw Yukari. _Huh? A human?_ she thought. "Why are you dressed like that?" the lady asked, "Are you...a witch?"

Yukari seemed to be hurt by the question and began walking away from the lady, "Sorry, thought my friends were in danger. Had I known it was a human I never would have-"

"Wait please! My friend, my friend is going to be eaten by the sunflowers!"

"So?"

"Please this is all my fault. I brought her up here on a dare, it should have been me, not her. Please help!" Yukari turned and saw the plant was absorbing the life out of the young woman that was in danger.

 ** _"FeEeEeed..._** soon Yukari saw a plant like creature with sharp teeth come out of the sunflower field, **_"FeEeed MeEee!!"_ **it shouted jumping at Yukari. _A Garigari plant?_ she thought, _Is this what has been kidnapping all those people?!_

Thinking quickly Yukari pulled out her tarot cards and used them as projectiles as she threw them at the plant, "You aren't eating me!" she shouted. Using her wand, she was able to make the cards a true weapon by slicing though the plant until it collapsed. Yukari huffed out, using a little more magic than she had intended for the one plant. "Well...I did it." she quickly saw that more of the life force sucking vines come out from the field and she was soon surrounded by a bouquet of them. "Agggh!" she screamed out in pain as the vines began to drain her energy.

"DYNAMIC...ENTRY!!" a voice called out. Snapping through the vines was Ben still in his civilian clothes. " _Oh, there's civilians here. Well, fuck it they don't know me._ " he rubbed his nose and smiled at the evil plants, "Did somebody call a gardener?!" he quiped. Ben put up his fists to fight the plants when suddenly he felt a gust of wind and all the plants simultaneously be taken down by Yukari's tarot cards.

"There _*huff huff*_ we're even." she stated before collapsing to the ground in exhaustion.

"Look's like a weed wacker's been through here." Ben could hear Tsukune approach them.

"Ben, did you do this?" Tsukune asked as he approached the two. Ben just shook his head and pointed to Yukari. The group looked back at the dozens of plants that were destroyed.

"Yukari defeated all of these?" Moka said with wide eyes, "So much power." the two young girls walked up to Tsukune and Ben and continually thanked them and their witch friend for saving them.

Kurumu walked up to the unconscious form of Yukari, "You know, you can be really stubborn. But, I've been doing some thinking...I'll never call you a baby again. I'm sorry Yukari, you deserve better than that. You may be younger, but you really are one of us you know?"

"So, you think you could give us a ride into town?" Ben asked the girl.

"I'd love too, especially after you guys saved our lives, but..." she looked over at her car that was thrashed in many places, "my car's trashed man." Ben internally cursed.

It was then that Ben's head perked up and his eyes widened in surprise and a grin plastered his face from ear to ear. "What is it Ben?" Tsukune asked.

"You hear that dude?" Ben asked as the others got quiet and a loud rumbling was heard coming down the road.

"Yeah, what is that? Motorcycle?" Kurumu questioned.

"No." Ben shook his head, "That's 3,500 pounds of American Muscle."

oOoOoOoOoOoOoOo

 ** _Unknown_**

oOoOoOoOoOoOoOo

A young man in his early twenties was driving down an unpaved road in the middle of Japan in his 1967 Dodge Charger. The man wore a black leather racing jacket with a white rectangle outline that expanded the whole torso, black pants, and boots. All of which match his black car. He had buzzed hair and a slight mustache and wore some earings. Where most come to this spot in Japan for the legend of the witch, he came here for the legend of a special herb that is said to have magical healing properties. Along the road he sees a bunch of kids and some young women next to a trashed White Honda and a bunch of cut down plants. The boy with the blond hair waves him down for him to stop and he complies. The boy does a few fist pumps in victory _Thank the lord he's American._ the man thought.

The boy walked up to the car and he rolled down his window, turning off the radio. " _Hey man,_ " the blond boy started, " _you're American right?_ "

The man nodded, " _I should be, I've lived in L.A. my whole life._ " the boy clasped his hands together in a praying form and mouthed something.

" _Hey, so, if it's not too much trouble, my friends and I just helped out these nice young ladies here, and they need to get to the hospital in town. Could you do that?_ " the man looked at the girls and back at the blond boy.

" _Do you need a lift too?_ " he asked.

" _I don't think you have room in your...oh, beautiful-_ "

" _Thank you, and it's all right. Just as long as some of you don't mind sitting on each others laps._ " the boy looked back at everyone and back to the man.

" _That'd be great sir. Oh, I'm Ben, by the way. Ben Reilly._ "

" _Ehh, I'm too young for you to call me sir. My name's Robbie. Robbie Reyes._ " Ben smiled and the two shook hands.

" _Thank you, Robbie._ "

 ** _To be continued..._**

 **~Omake~**

 **Ben's Clothes**

"Hey Ben, I have a question." Tsukune mentioned as he stood next to Ben at the bus stop.

"Shoot Tsukune, what is it?"

"Well, some of the readers have been PMing wondering, 'Where did you get your clothes?'"

"My clothes were given to me by the school dude. You know that."

"No, no, no. Like, where did you get your Jordan's and the tank tops and the multiple shorts, or your Rooster Teeth shirt this chapter?"

"Ohhh, you mean my Deadpool money."

"Huh?"

"See, before I came to Yokai, and before Deadpool and Spidey went on their excellent adventure, Deadpool came up to me one day and said I was probably going to go on a wacky adventure of some kind."

"Hit it on the nail didn't he."

"Yeah. And he also told me that he was going to set up a bank account for me that would have money transfer over to it once a month as a sort of allowance. Now, I haven't touched it in awhile, so clearly it's pretty loaded right?"

"Yeah, but, you had those clothes before you got here. So how much money do you get?"

"A...LOT..."

"So, what are you gonna do with it now?"

"I don't know, maybe I'll buy a Playstation or something. Kick your ass in Street Fighter V when we get back."

"I kick ass as Juri." Taukune said with enthusiasm.

"And I Chun-Li."

"Okay, cool. See you next time we do this."

"Yeah same."

 **A/N: Welcome to the Human World Arc guys. As you can telk it will be MUCH different from the Manga...meaning that it'll be longer, pad out run time, have fun with some other characters. Hope you guys like the Omake, I'm trying to make it like the ones at the end of the manga's. Anyways, see you next chapter guys.**

 **NEXT TIME: Friend or Fraud?**

 **Take care!**


	10. Friend or Fraud?

**Friend or Fraud?**

oOoOoOoOoOoOoOo

 **Robbie Reyes**

oOoOoOoOoOoOoOo

 **L.A. Two Weeks Ago...**

It had been a few months since Robbie was cursed by the abilities given to him by his Satanist Uncle: Eli Morrow, but with the agreement they have together, things have...quieted down. L.A. has definitely never been more afraid of _La Leyenda_. Robbie just got off work and went back to his small home where he and his brother live. _Electric bill, and gas..._ he sighed as he flipped through bills, _well, there should still be more than enough for food for the next...week._ Opening the door to his home he immediately sensed something was wrong. "Gabe!" he called out not gaining a response he called again, "Gabe! Are you alright!" moving quickly to his room Robbie saw his brother lying motionless on the floor, "Oh my God." he rushed over to his brother and tried to wake him up to no avail.

Cradling his brother in his arms Robbie rushed out to his car and put him in and drove him to the nearest hospital. At the hospital the doctors immediately got to work to help him by placing in IV bags and checking his blood. "I'm sorry, his heart rate is slowing at an alarming rate. We can keep him alive, but...well, you may have to think it over." the doctor told Robbie before patting his shoulder, "I'm sorry son."

Robbie stood hunched over his brother's bed wiping tears from his eyes. That night, it was a really bad day to be a Thirteenth Streeter.

Ten days later Robbie is still keeping his brother on life support, but bills are stacking up, and it looks like he won't have enough to survive himself. **Come on Robbie. Pull the plug. It's a lost cause! **that was Eli. "It is not! Shut up." Robbie wiped more tears away as he petted his brother's head, "There's always a way..."

"Roberto Reyes." a voice boomed out of seemingly nowhere.

Robbie looked all over the room and couldn't see anybody, "Who's there? Show yourself coward!"

Time seemed to stop as everything began to look distorted. Robbie turned around again and this time there stood a man with a goatee wearing a red cloak and blue robes, with a golden amulet. "Hello Robbie." the man said.

"Who are you?"

"I, am Doctor Strange. Sorcerer Supreme." Strange made a cup appear out of thin air along with a tea set, "Tea?" Robbie didn't say anything, "More for me then." pouring a cup for himself, and one for Robbie just in case, Strange took the cup and sipped from it.

"Y-You're some kind of follower of the Devil." Robbie said accusingly.

Strange sighed and rolled his eyes, "Oh come now, this coming by a man whose soul is being shared with that of a Satanist serial killer?"

"H-How-"

"I know all about you Robbie, I believe you've encountered a mutual acquaintance of ours, a Mr. Johnny Blaze?"

"Guy with the flaming skull and bike right?"

"Exactly. Well he's told me about you, 'told' mind you being he sent a message, we don't always see eye to eye, but respect each other. Anyways, I've been meaning to make your acquaintance for some time now, but haven't had a reason. Until now." Strange pointed to Robbie's brother, "I can help poor Gabe, but I need something from you first."

"What? My soul? Sorry, it's practically taken."

Strange chuckled, "No, no, nothing like that. You see, there is a special herb that you will need to acquire to help your brother, in order for the concoction I make to work. Unfortunately, it's only easy on paper." Strange sighed, "Robbie, I'm a busy man. I make sure reality doesn't implode on itself from the demons and monsters who wish to destroy it, which means I have a bit of a 24 hour job 7 days a week. But you, you could help me out."

"How?" Robbie asked now feeling a shred of hope.

"There is this magic user in Japan, a true user of 'Dark Arts' a witch that goes by the name Oyakata. Unfortunately, she has hidden herself with magic well, I can't make heads or tails of where she is. I can only get a general estimation."

"And you want me to kill her?" Robbie asked already knowing the answer.

"I've seen it Robbie, there are multiple timelines where she wins, but about 70 percent of them end in her loss. And, as of right now, that number has jumped to an 80 percent chance. Go to Japan, Hokuto City, you should meet an American, his name is Ben Reilly. He will be your greatest asset."

"Why is that?"

"Because...as it turns out, he is the clone of The Amazing Spider-Man. Heard of him?" Robbie nodded, evidently Spider-Man is really popular in California. Robbie wasn't sure why, the guy isn't an Avenger. The only notable thing he did was help defeat that Galactus... _Oh yeah, he did get some of the final blows huh?_ "You will keep an eye on him, all of the timelines point to him confronting Oyakata eventually, that is when you lend your assistance. Do we have a deal?" Robbie thought about it for a quick second before nodding. Strange let out a breath of relief, "Oh thank God, I thought I was going to have to rely on the assistance of Flint Marko." Strange and Robbie shook hands.

Strange opened up a portal that led to a dirt road in Japan, "Okay, this place is not very populated, it should be about a days drive to get to the city of Hokuto, look for the sunflowers." Robbie nodded before stepping through the portal.

Standing in the open area Robbie took a look at his surroundings. He noticed an expanding forest and lots of hills. He moved off of the unpaved road he was on as he watched a white Honda drive by. "That way, I guess." he said to himself. **Wait, wait, wait! The car Robbie! Wait for the car!** Robbie sighed and found a rock to sit on while the car made it's journey to his destination. After a few hours the Charger teleported in a spew of flames, parking next to Robbie. "What took you so long, it's summer. And don't say traffic I know you can teleport." Robbie said to the car as he got into the drivers seat. From there he began his drive to find this "Ben Reilly".

 **Present...**

Robbie looked in his rearview mirror and looked at the group of teens. He didn't know what to expect, but... **He's a fucking kid! What, was this Spider-Man guy born yesterday?** Eli asked, _I don't know, but you are right. I wasn't expecting a kid. But, if he is the clone of Spider-Man then he should be strong._ Dropping off the girls that Ben and his classmates bad rescued, Ben also decided to get out and walk from there.

" _Hey thanks for the ride man, for real it was cool._ " Ben said as he and Robbie shook hands.

" _Good luck Ben, stay safe. World's a crazy place._ " Robbie said before driving off into the city. **What the hell are we supposed to do!** Eli complained, _Relax, every city has their own share of bad people. We just need to pass the time._ Eli internally grinned at the proposal. **Yes, the whole world will fear the All New Ghost Rider!**

oOoOoOoOoOoOoOo

 **Ben**

oOoOoOoOoOoOoOo

Ben waved as Robbie took off into the city. "What a nice guy." Ben chuckled.

"Whatever you say Ben," Kurumu shuddered, "That guy gave me the creeps!"

"Oh relax." Ben looked at the city around him and the abundance of people. "Let's head to the hotel and let Yukari rest there." the others nodded, and Kurumu carried the young witch the rest of the way. The monsters were apprehensive walking passed so many human, especially when one stopped them.

"Hey there pretty lady." the man whistled at Kurumu, "Looking pretty good, why don't you put your little sister down and have a fun time with me?" the man gave a cocky smile and Kurumu only growled at him.

"I've got this." Ben whispered as he approached the man. "You hitting on my friend?" Ben asked seriously.

"What's it to ya Yank?" the man asked looking down at Ben. The man was confident in himself as he towered over Ben by about five inches.

"Don't be so cocky, I may have to hurt you." Ben said trying to be scary, "Tell me, do you believe in monsters?"

The man cocked his eyebrow in ammusement, "Wait," he started, "are you from Yokai Acadamy?" he asked. The others froze, not believing that they found a monster among humans. The man began laughing, "Oh man, I should treat you guys to something, follow me." the man led them back to café and ordered drinks for everyone.

"Wow, so a vampire, a succubus, a witch, an unknown and a Meta-Human?" the man said as he spoke to the teens, "I didn't think they accepted Meta-Human's at Yokai."

"Well, I can't believe you aren't going to Yokai Mr.." Ben questioned.

"Inui, Junya Inui. And like your pink haired friend over there, I am also a vampire." the others gasped in surprise, but Ben clenched his fists, "And I don't go to Yokai, because my parents never sent me. My father said it be best if I didn't attend. I'd be a sophomore though." he added as he took a sip of his tea. Something about the swagger he presented himself with...Ben didn't like it. He made his Spider Sense run wild. _Even Venom doesn't set off my Spider Sense this bad._ Moka recieved her drink and thanked greatly at Junya for getting the tab. Junya made an advance at Moka and kissed the top of her hand, "Of course, we vampires should help each other." Both Ben and Tsukune gulped at the action. "What's the matter? Upset? Sure you can be upset, but it wouldn't matter, since vampires are such sticklers for laws." Junya sighed, "Can't enter a home without permission, never drink from the dead, and that terrible law that forbids one from choosing a lover." Junya seemed to have a smirk as he explained this and Tsukune looked somewhat upset, Ben however, now looked at the man with suspicion, _If I recall, those rules don't exactly apply anymore...except about the drinking of the dead thing I'll need to ask Moka later. But that thing about choosing your lover...it can't be true right?_ Ben began to rub his temples in frustration, _Wait, why would I care? Moka is my friend and Silver Moka is my guardian angel. I shouldn't be having those feelings for her right?_ Suddenly Ben thought back to one of his encounters with Madame Web, where just before he saw her he was having a dream about wanting, and just nearly did, kiss Inner Moka, _Oh my God..._ Ben began to mentally smack his head. "Hey, are you alright?" Ben looked back at Junya, "You seem to be having quite the inner monologue.

"Yeah, it's...complicated." Ben said with a nervous expression. Junya simply smirked at Ben as he sipped his tea some more. _Yeah, fuck this guy._

oOoOoOoOoOoOoOoOo

After the...intersting encounter with Junya, the group decided to finally settle down at the motel. "That guy seemed really nice." Moka said with a smile. She took clothes out of her bag and sat them neatly in the corner. Ben looked around the room and noticed something very disturbing.

"Why the fuck is there only one bed?" Ben asked as he stared at the single queen sized bed in the room.

"What? Scared of a couple of girls sleeping in the same bed?" Yukari teased.

Ben blinked owlishly before shaking his head quickly. "No, fuck that. I'm sleeping on the roof."

Moka turned her head quickly and cocked her eyebrow in confusion, "What do you mean?" she asked innocently.

Ben pointed to the window, "It means, I'm opening that window, scaling the building and sleeping on the roof."

"How do you plan on doing that?" Kurumu asked prompting everyone to sigh.

"Oh you stupid cow." Yukari mumbled.

"Like this." Ben then opened the window, put one of his hands against the wall and began climbing upwards.

"Oh." Kurumu said as she stuffed her face in tge pillow feeling like an idiot. "So what's the plan for tomorrow guys? Should we ask around town, find out what people know about this 'Witch's Knoll'?" Witch's Knoll is the hill with all the sunflowers, the one that everyone has flocked to.

"No," replied Moka gently, "I think I'm going to spend time with Junya, find out more about other vampire people." Tsukune frowned in the back of the room hearing that.

Ben, who was on the roof, was listening to the whole thing with one of his devices he was testing, a Micro Transceiver. A small device nearly invisible to the naked eye, not spider shaped because "Gimmicks are for chumps." as Ben put it. A small pang hit his chest thinking about Moka with that guy, _It doesn't make sense. I have no problems with Tsukune, why does this guy drive me the wrong way?_ Ben sat up and began thinking about losing his friends to some vampire they just met, _No, no, NO! Ben, do not do this. Relax._ Ben checked his phone to see the time and took his pills. _Just relax...It never would've worked out anyways._ He sighed at his thoughts and about fell asleep when his Spider Sense went off. Jumping quickly he turned around to face his opponent only to see a pretty face that he honestly thought he wouldn't see for a while.

" _So, back to being by your lonesome?_ " she asked with a sly smile, " _Maybe you need to cool your head._ "

Ben relaxed and smiled at the woman greeting him, " _Hey Laura._ "

oOoOoOoOoOoOoOoOo

Now in costume, Ben followed Laura from rooftop to rooftop just letting the wind blow against his face, not knowing the destination, _If memory serves, this is similar to how Peter and Black Cat would hang out._ Finally stopping on a rooftop the two loomed over to see a small ramen shop. " _What are we doing here?_ " Ben asked, cocking his lense.

" _Eh, a little vigilantism never hurt anybody._ " she said with a smile.

" _Okay, then, why are YOU here?_ "

" _Easy, Logan is taking me and a bunch of trainees to recover a mutant that's escaped us. He's dangerous Ben, similar to that of a shapeshifter and he has decent strength._ "

" _How decent?_ "

" _'Bout five tons of force._ "

Ben snorted, " _That's not as bad as it sounds._ "

Laura also snorted, " _I didn't say it wouldn't be easy. When I said dangerous I meant the shapeshifting part._ " Laura sighed, " _It's kinda sad Ben, the guy keeps thinking he's some sort of monster. I guess stupid opinions are getting to him._ "

Ben nodded, " _Maybe so._ " the looked at the restaurant and saw a couple of older men walking out of it.

" _That's them!_ " Laura exclaimed with perhaps too much excitement. She unsheethed her two claws in her right and and smiled, " _Let's get 'em!_ " she jumped down when Ben's Spider Sense went off and he grabbed her mid air and pulled her back via webline, with her squirming like a child who didn't get a toy. " _What the hell man!? We could have-_ "

 **BOOM!!**

A large explosion and the building caught fire. The two stood in shock as they peered over the side of the roof to see a skeletal figure that was on fire burning the old men with a chain while laughing. The two looked at each other in horror, " _Bail!_ " they said in unison. As they left they swore the laughter got louder.

With Ben swinging, and Laura attached to his back, the two were able to converse again, " _So this girl, do you like her?_ " Laura asked with a wide grin.

" _Why are you jealous or something?_ " Ben teased.

" _Awe, so you do like her. I knew it, I could see it in your eyes as you talked about her. She seems like a helluva girl._ " Laura snorted not being able to keep a straight face, " _I'm sorry, but not even Spidey likes women that crazy!_ "

" _He had a crush on you._ " Ben insulted with a monotone voice.

" _Do you really think it's a good idea to piss off a girl who has been known to actually cut you with her blades?_ "

" _Point taken._ " Ben sighed, " _Look it doesn't matter, I don't have a shot with her anyways._ "

" _Don't you say that!_ " Laura said aggressively, " _You need to NOT be Peter and actually have faith in yourself. I mean, Spidey got with Black Cat, that chick, as terrible as she is, has the body of a super model. Trust me, if you dig deep and tell her your feelings, she'll accept you._ "

" _But what if she rejects me? I don't know how I could take something like that, I'm not good with..._ " Ben stopped on a lamp post, " _those kind of things._ " he jumped back in the air and continued swinging as Laura pointed out the directions.

" _Well, you'll never know until you say something._ " Laura said honestly.

Ben, not wanting to continue with the conversation, decided to change subjects, " _Look, I may be Parker's clone, but even I know that if the FREAKING GHOST RIDER is coming for you, you fucked up._ " Ben said in fear.

Laura blinked a few times before she sighed and decided to roll with it, " _Yeah, I mean, I could've fought him, but I'm not stupid!_ " Laura said as the two landed on the rooftop of the motel Laura said she and the other's were staying. " _Thanks for the ride Spider._ " Laura said with a smile, " _Maybe I'll catch you later, huh?_ "

Ben held his hand up for a high-five, " _Best clone buddies for life?_ "

Laura blinked owlishly before sighing and high-fiving him, " _Best clone buddies for life._ " Ben gave a victory fist pump making Laura laugh, " _You know, I honestly think you're less annoying than Spidey._ "

" _Awe shucks, now you're making me blush._ " Ben said as he pretended to kick a rock. With a two fingered salute, followed by both flipping each other off, Ben jumped off the building and swung back to his motel. _Honestly, I think I needed that. It's nice having friends that understand you._ Landing on the rooftop, Ben found a nice place fore him to rest, and he fell asleep.

oOoOoOoOoOoOoOo

The next moring, Kurumu nearly screamed in surprise to Ben, hanging upside down with only shorts on watching the news. "Oh geez it's only Ben." Kurumu said to herself as she grasped her chest to slow her beating heart.

 _"In other news, multiple men were found dead late last night all bearing similar wounds. Most were covered with severe burns, some so much so that they were nearly unrecognizable. Whomever this pyromaniac vigilante is, it seems he may have been an insider for the Yakuza, as all of the men found bared ties to the criminal organization..."_ Ben shivered on his webline thinking about the night before.

"What's wrong Ben?" Kurumu asked, "You look like you've seen a ghost." she said with a laugh.

Ben shuddered again, "Yeah...something like that."

oOoOoOoOoOoOoOoOo

The young teens left the motel and were immediately confronted by Junya. _No, because that's normal._ Ben thought. "Moka, are you...ready for our day?" Junya asked the young vampire as he looked for a reaction from Ben or Tsukune, only to get one from Tsukune, "Oh, don't be so upset boy. It was bound to happen eventually." he sneered as he left with Moka close by him a slight frown on her face.

Ben looked at Tsukune and patted his shoulder, "Don't worry Tsun Tsun, that guy is clearly compensating for something."

Tsukune looked at Ben with a frown, "I'm sorry, what did you call me?"

"Tsun Tsun. You know, like those toys." Kurumu and Yukari laughed together at the ridiculous nickname.

"Okay, those are called 'Tsum Tsum's' and don't call me that again." Tsukune was practically growling.

"Yes, with Moka out of the way I can be the only one in Tsukune's life!" Kurumu cheered quietly. Yukari overheard and slammed a tub on the succubi's head.

"I can't believe you'd say that at a time like this!" Yukari said before she grabbed onto Tsukune's arm, "Besides, who says it doesn't mean Tsukune will just be with me?" she asked with her tongue sticking out.

Kurumu began pulling the young girl's hair while giving her a noogie, "Yeah, well, at least I am Tsukune's age!"

"Age is but a number Kurumu!" Yukari retaliated in pain causing Ben to chuckle. "Wait! Why don't we all just keep a safe distance from her?" the teens all looked at each other before nodding and walking in the direction the two vampires were going.

They followed the vampires to a crowd in the busy downtown, where the two got some ice cream bowls. The teens had a difficult time following the two as the foot traffic was more intense, so much so that they kept bumping into people, " _Oh shit, sorry sir._ " Ben apologized in english after he bumped into somebody.

" _It's no problem kid._ " the man replied in a voice that was extremely familiar. Ben looked back and only saw the green striped shirt. _Was that? ...No. It couldn't be. I better keep an eye for the guy._

Finally catching up again, Ben pointed his wrist towards the two and fired a small ball. Flying at speeds similar to a bullet, the metal ball attached itself to Moka's skirt. "What was that?" Kurumu asked as the teens hid behind a wall.

"Micro tracer." Ben replied, "A really small tracking device, better than my brother's."

"Why's that?" Tsukune asked.

"Because not everything has to be spider shaped. I mean, for fuck sake, we aren't Batman." Following the two again the kids were stopped when they rounded a corner and Ben knocked a girl onto the ground by accident. "Oh shit I'm so-"

" _You better learn to watch your fucking step or I-_ " the two looked at each other before laughing, " _Oh shit, Hey Ben. I was about to go off when I-_ " Laura looked at the confused teens that stood behind Ben, " _These your friends?_ " Ben nodded, _"Ben?_ "

" _Yeah?_ "

" _Since when the hell do you know japanese?_ "

"Oh, you know, I learned." Ben said to show off yo Laura.

Laura only scoffed, "Yeah, well you aren't the only one."

" _Yo, Laura what are you- Oh. Who's your friend?_ " a pretty girl with long brown hair wearing a yellow and blue jumpsuit with 'Trainee' stitched to her back asked.

" _Ben Reilly._ " Ben held out his hand to shake the other girl's. "Hey, Kurumu, keep an eye on Moka, I'm gonna catch up with an old friend of mine." Kurumu nodded and smiled at Laura before grabbing Tsukune and Yukari.

" _Kitty Pryde._ " the other girl responded with a wide grin, " _Wait...do I know you? You look familiar._ "

" _Kid you need to not take off like-_ " an older man with a bit of a scraggly beard and somewhat spiked hair stopped and stared at Ben and sniffed the air a few times, " _You aren't him._ " he said looking at Ben.

" _What up, Logan?_ " Ben asked. Kitty turned to Logan.

" _Wait, you know him?_ " she asked confused.

" _This is Spidey's clone._ " Laura replied. Kitty looked at Ben and he made the devil horns with his hand.

" _Thwip Thwip, baby._ " Ben said with a smile causing the young mutant to sigh.

" _Definitely Spidey._ " soon others approached the trio. One was a male with short hair on the sides and blue eyes, he too, like Kitty, wore a yellow and blue jumpsuit. Another was a girl with long brown, wavy hair, with a streak of white in it. She wore a sage green jumpsuit with a red 'X' on her shoulder and 'Trainee' plastered down her leg. The other was a girl with short hair and a black jacket. Standing next to the previous girl was another male with medium length hair and also wore a red and blue jumpsuit that had 'Trainee' on his arm, Ben also noticed a strange watch like device on his left wrist with the Stark Industries logo.

" _What's that, like an ''Appearance Hider' or something?_ " Ben asked the boy in red who looked confused, " _I have a strong feeling you don't look like that._ "

The boy was about to answer when Logan put his hand out in front of him to stop, " _Don't answer that._ " he looked at Ben with half lidded eyes, " _What are you doing here Web Clone?_ "

" _First of all: Ow, hurtful. Second of all: I'm on a mission, I'm combating suicidal tendencies across the world._ " Ben replied.

" _Smooth lie._ " Laura replied sarcastically.

" _Haha, yeah...a lie._ " Ben said under his breath. He looked at all of the trainees in front of him, " _So Smelly, what's up with all the kids? Are you paying them for their silence?_ " Ben joked getting a slight snort from the girl with the short hair. " _Also, why did they send you? Why not someone who has more experience teaching? Like Storm, or Jean...or Scott...or Beast. Literally anyone other than you._ "

" _Definitely Spider-Man._ " Kitty said again.

The girl who had the silver hair cocked her eyebrow, " _That's Spider-Man?_ " she asked.

" _Clone._ " Ben and Laura corrected.

" _Oh Laura, you have a friend._ " the boy with the short hair joked. " _How's it going, I'm Bobby, but you can call me Iceman._ " Bobby introduced as he shook Ben's hand.

" _Kurt Waggner._ " the boy with medium length hair greeted with a German accent and Ben had to stop himself from making a bad joke. " _And to answer your previous question, yes. This device makes me look human so that I can fit in. When it is turned off you may call me Nightcrawler._ "

" _Name's Rogue sugga._ " the girl with the silver hair replied.

" _Rogue Sugga? Why'd the sugar go rogue? Was it tired of being used? Was it like 'No more Mr. Sweet Sugar' or something?_ " Ben joked. He looked at the girl with the short hair who still hadn't said anything, " _What about you Jack? What's your name?_ " Ben asked the girl, " _Like out of all of them, I don't know you. You must be new. I only have Spidey's memories up to when I was created._ "

" _Nega Sonic Teenage Warhead._ " she replied dryly, " _And Jack?_ " she asked.

" _Yeah Jack, from Pitch Black. The chick pretending to be a dude._ " the others chuckled at their teammates expense, " _Also, your name is too long._ " Ben looked around, " _So, what's a couple of X-Dudes doing around here?_ "

" _We're looking for this guy, you seen him._ " Logan asked as he showed him a picture of who they were after. Ben took a quick glance at it and his eyes widened in surprise.

oOoOoOoOoOoOoOoOoOo

Meanwhile, while Ben was with the X-Men trainees, Tsukune, Kurumu, and Yukari had been following Moka and Junya all around town finally stopping at the beachside. The two seemed close, every once in a while Junya would put his arm around Moka's waist or shoulder and Tsukune became visibly uncomfortable everytime. They were able to stop to hear their conversation albeit, not very well.

"So Moka, how do you like the city." Junya asked.

Moka gave a light smile, "Oh, it's very nice. Though, I wish I could've experienced it with my friends." she looked at Junya who frowned, "Oh, but that's not to say I didn't have fun with you of course!" she recovered quickly trying not to hurt the other vampire's feelings. "It was interesting learning from another...someone like you."

"Then let us be forever Moka." Junya said greatly confusing Moka. He then quickly placed his lips against hers and Tsukune's heart sank. He had enough, turning around he left his friends to themselves.

"Who am I kidding. Stupid law would've prevented it anyways." he said to himself as he began walking back to the motel.

"Tsukune!" Kurumu called, "Tsukune wait!" Tsukune stopped and turned to Kurumu who was panting to catch up to him. "Tsukune, maybe Moka doesn't deserve you." she said out of breath making Tsukune frown, "But that doesn't mean she doesn't care!"

Tsukune looked up in surprise, "What do you mean? How could she care for me?" Kurumu smiled gently and placed her hands on Tsukune's face. She then brought him closer and Tsukune's heart began to beat faster, then his head began to throb in pain as Kurumu headbutted him. "OW! What the hell was that for?"

"For you being an idiot! Do you honestly think she cares for that creep? She-"

"AAGGGHH!!" the two heard screaming in the distance.

"Moka!" the both exclaimed in unison and began rushing back to their friend.

With Moka, she was being towered over by an angry Junya now transformed into a large beastial humanoid with large tendril like veins protruding from his torso area. "Junya I told you 'No' we can't be like that. And this is how you react?!" Moka cried out Junya growled showing his his fangs grabbed Moka's neck with one arm.

"I thought you would understand! You can't be with the human, you can only be with me, just me! You being with a human is a disgrace to monster kind!" Junya felt a pain in his head after being hit by what looked like a brass washtub.

"Leave her alone you big bully!" Yukari yelled now out from her cover, "She said she doesn't like you so just leave her alone!"

"Yukari." Moka mumbled a tear flowing down her face as she was losing air. Junya growled as he picked up the washtub and threw it at Yukari and it would have hit her too, had Tsukune not tackled her out of the way. "Tsukune!" Moka gasped out in surprise.

Tsukune stood up and looked at Junya and how he was choking Moka, "Let her go." Tsukune said seriously, "LET HER GO DAMMIT!" he yelled only for Junya to chuckle.

"And, and what? You'll...beat me to a pulp?" Junya laughed, "You couldn't beat a paraplegic in an 'Ass Kicking' contest. What makes you think you can beat me?!"

"I don't have to beat you." Tsukune said through his teeth, "I just need to let Moka free!" the human began charging towards the vampire with all his might.

Junya smirked, "You want her so bad? Fine! You can have her!" he then tossed Moka right pass Tsukune causing him to look at her in surprise. "Don't take your eyes off the prize runt!" Junya then grabbed Tsukune by his head and slammed him into the ground. Thankfully it was sand, but that still hurts like hell.

Tsukune had bounced over to his friends where Moka tried to confort him, though still in pain. "Tsukune, I'm sorry." Moka cried, "I only did this for you, because he said he'd expose you for being human if I didn't." Tsukune grunted as he lifted his hand up and gripped Moka's rosary.

"Hey, are you ignoring me now?" Junya asked angrily.

"It's alright Moka. I shouldn't have gotten jealous." he lied, he knew he would have gotten jealous no matter what, she freakin kissed him! "But, you need to kick this guy's ass for impersonating a vampire. Regardless if Ben shows up or not."

With a growl Junya starts charging for the teens, not noticing the smirks on Yukari and Kurumu's faces.

"Wait, you mean?"

Tsukune tugged and removed the rosary, "Yeah," he caughed, "he isn't real."

Just as Junya released a punch it was webbed up and thrown back in his face, "What the-"

"Hiya guys hows it-WHAT THE FUCK IS THAT THING?!" Ben, now in his Scarlet Spider costume, yelled in surprise.

"That thing is Junya." Kurumu replied.

"That's Junya?" Scarlet began to fake gag acting as if he was going to puke, "Jesus Christ! He looks like a monster had a kid with a dead tree stump!" Junya growled in annoyance, "Or-Or-Or-Or like-like Leather Face fucked Abomination." Junya growled more, "No, no. Actually, you look like the mentally retarded inbred he-she child of Abomination!" Ben was actually able to get a light chuckle from Inner Moka who is now standing next to him.

"I'll make you eat your words!" Junya shouted before dashed at Ben and threw a punch, but was shocked to see it was caught by the Scarlet Spider with only one hand. "I-Impossible!"

"Five tons of force versus ten tons of force, without trying, who will win?" Scarlet asked before kicking Junya away from him and Moka.

Moka smirked when she saw the faker struggle, "An Onimodoki, a pseudo-demon. This will be fun."

"Half Mutant, actually." Ben corrected. Moka only looked at Ben in confusion.

" _Give up Junya. Just come with us._ " Junya turned around and was shocked to see Logan and the trainees with him, " _It's time for you to call it quits kid. Now come with us, before you get hurt._ "

" _Oh, and would Charles like that? Hm, Logan?_ " Junya retaliated.

" _You see,_ " Scarlet began explaining, " _Junya is the half breed of a Japanese monster, this Onimodoki, and an American man, a human. The 'X' gene, as it is called, is considered to be transferred through the father's chromosomes. So through evolution this guy is half monster and half mutant. His mutant ability is interesting because it is enhanced through his monster side._ " Ben explained.

" _How so?_ " Moka asked.

" _Well, you know how he blatantly lied that he was a vampire?_ " Moka nodded, " _Well, that isn't far from the truth as his mutation allows him to mimic the abilities of others by absorbing some of their blood._ "

" _How much of their abilities are we talking?_ "

" _I don't know. That's why he's dangerous. Good news is, he hasn't absorbed the strength of the Hulk. So that's a plus._ "

" _None of you are taking me back!_ " Junya yelled out, " _You'll have to drag me back by force!_ "

" _That can be arranged._ " Laura said unsheething her claws. The monsters gasped in surprise.

" _Friends of yours, I'm assuming._ " Moka said and Bem nodded. " _Any plans then?_ "

Ben turned and looked at the vampire, " _Ever hear of a fastball special?_ "

" _You think you can handle this?_ " Logan asked Laura who seemed to be looking at something else. " _Kid!_ "

" _Yeah! I got it!_ " Laura yelled out. " _C'mon Junya, you don't have the undead balls to fight me!_ "

" _I...am more than enough to fight you!"_ Junya shouted as he punched forward only for Laura to dodge it and stab his arm, but he didn't seem to mind that much. Junya took his other arm and grabbed Laura by her face and tossed her against a wall causing it to crater. Picking herself up, Laura charged at Junya sending slashes at him that he took in stride and he threw punches that Laura could easily dodge.

" _You know Junya, the difference between you and me is that I mind my surroundings!_ " Laura yelled out and gave a smirk. Junya cocked an eyebrow in confusion but turned in time to see Scarlet slam his feet into Junya's ribcage and send him flying across the beach. " _Nice kick._ " Laura commented, " _Your girlfriend has quite the arm._ "

" _I'm not his girlfriend._ " Moka said startling Laura.

" _Christ you move fast._ " Laura said and then plugged her nose, " _Ugh, and you reek of teenage male blood._ "

" _I am a vampire._ " Moka replied.

" _Should I even ask why you know what teenage male blood smells like?_ " Ben asked with a disgusted look under his mask.

" _You could. But I'd have to kill you._ " Laura replied.

" _I like her, she seems fun._ " Moka said with a smile.

Ben only laughed, " _Oh that's funny, you, having a concept of 'fun'."_ all he recieved was a punch to the arm. " _Ow! Careful!_ "

" _You fools!_ " Junya said in the distance, " _It seems that I'll have to get serious._ " he lifted his fist and out came two bone claws similar to how Laura's would be if hers weren't covered in Adamantium.

" _How can he do that?_ " Ben asked.

" _Damn,_ " Laura swore, " _back at the manor he must have got to me during the wrong time of month._ " Moka cocked an eyebrow and Ben began gagging in horror.

" _Oh my God!_ " Ben yelled in disgust, " _You're a fucking sick weirdo is what you are!_ " Ben insulted the faker.

Moka only frowned, " _Ben, I want the last hit._ "

Laura cracked her knuckles in excitement, " _Let's do this!_ "

" _Hold on._ " Scarlet held up his finger to Junya as he scrolled through music, " _Annnnd...here._ "

 _ **Music Que: Stage 12--Bike Rider DX3 OST**_

The two females look at him with puzzled expressions, " _What?_ " Scarlet asked.

" _What the hell is that, Mega Man?_ " Laura asked. Scarlet only laughed and shook his head. " _Well change it, it's not upbeat enough._ "

" _Everbody's a critic._ " Ben mumbled.

 _ **Music Que: Calm Down (Feat. EMINEM)--Busta Rhymes**_

" _That's better._ " Laura said with a smirk, " _Time for the predator to catch it's prey._ " Laura gave a battle cry and sprinted at the half-blood. Junya did the same and also charged Laura both have their claws out as they begin to cut each other. Junya would only get light cuts on Laura because of how fast she was, but Laura was able to stab Junya. She stabbed Junya directly in his stomach and he retaliated by cutting her arm off. " _AAAAAGGGHHH!!_ "

" _Shouldn't we help!?"_ Rogue asked in horror.

" _No, she'll be fine._ " Logan replied receiving an angry grunt from the trainee.

The monsters looked on in horror. Yukari covered up Kurumu's eyes, Kurumu covered Yukari's and Tsukune nearly fainted. " _Your turn._ " Moka said to Scarlet who instantly jumped into action by kicking Junya in the face.

" _DYNAMIC ENTRY!_ " Scarlet yelled out. Scarlet looked at Laura growling in both pain and anger. Looking down he saw her arm and picked it up , " _Consider this a tagout._ " he then tossed the arm to Laura, " _Don't say I never gave you a HAND._ " groaning followed by everyone, " _Gotta HAND it to you, you put up a good fight._ "

" _Please make him stop._ " Kitty begged.

Scarlet decided to continue, " _You know Laura, I knew you were HANDY but-_ "

" _Get on with it!_ " Logan complained.

" _Yeah get on with it!_ " Laura yelled.

" _Just get on with it!_ " Moka called from the back.

" _GET ON WITH IT!_ " the rest of the trainees said in unison.

" _Okay!_ " Scarlet yelled defensively, " _God, fricken plebs, not understanding comedy genius._ " he complained quietly, " _How about that Monty Python reference though? Talk about padding out runtime._ "

Junya rolled his shoulders and held his claws out, " _Let's do this HUMAN._ "

Scarlet made a wanking motion, " _Yeah, keep stroking your ego there bud._ "

" _RRRRRAAAAAAGGHHH!!!_ " Junya dashed and sent an overhead slice, Scarlet dodged easily with his Spider Sense. Scarlet countered with a jab to the gut, followed by a knee to the ribcage and then finished with an uppercut.

" _SHORYUKEN!_ " Scarlet shouted. Junya grabbed Scarlet's arm and slammed him against the ground. He tried to do it again, but Scarlet shot a web ball in his eye and he was freed in mid air, while upside down Scarlet split his legs out and began rotating horizontally, " _Spinning Bird Kick!_ _Suck it gravity._ " he said as he landed. Jumping up, Scarlet landed on Junya's shoulder's and crossed his arms shooting weblines on both of Junya's wrists as his claws were out. Then, Scarlet very quickly pulled back like a butterfly lift causing Junya's arms to cross and his claws to stab into both his shoulders.

" _AAAAGGHHH!!_ " Junya cried in pain.

"Oh." Moka said to herself with a slight grin.

" _Oh_." Laura said to herself, strangely aroused.

Ben jumped off of the half-breed's back and landed in front of him, " _Man you suck. I bet your mom hated you._ " Scarlet taunted. Junya ripped his arms free and yelled in Scarlet's face.

" _I'm gonna crush you like the bug that you are!_ " he yelled out while diving with his claws reaching out for Scarlet. Scarlet dodged and lifted his right leg up, he then grabbed Junya's right wrist with his right arm and brought his leg down over the bone claws breaking them off with ease. He then twisted Junya's wrist and sent his left elbow upward colliding with Junya's elbow and causing it to bend in the wrong direction. " _AAAAAAGGGGGHHHH_ _! My arm, you broke my fucking arm!_ "

While Junya held his arm in agony, Scarlet called over Moka who now stood over the faux vampire. " _I believe the term with predators hiding among prey is 'The wolf walks among the sheep' but what is it when it's the other way around I wonder?_ " Moka tapped her chin in contemplation. Junya tried to stab her with his good arm, but she slapped the claws causing them to break on contact.

" _AGGGHHH!_ " Moka looked down at the half-breed with half lidded eyes, "Mercy?" Junya asked in japanese.

"No." was Moka's reply. She then grabbed Junya's good hand and slipped her fingers in between his and began bending his wrist backward. His sounds of pain increased the farther Moka went, " _This is what happens when the sheep walks among the wolves._ " Moka said before snapping Junya's wrist so that the back of his hand touches the top of his forearm.

" _AAAAAAGGGHHHHHHH!!!_ "

" _Note to self: Don't fuck with Moka._ " Scarlet said to himself.

" _Learn your place._ " Moka said before flicking Junya against the wall, destroying it completely.

" _Wow._ " Kitty exclaimed.

Logan chuckled, " _Yeah, don't fuck with vampires. Nothing but trouble._ "

oOoOoOoOoOoOoOo

After loading Junya onto the Blackbird, the ship the X-Men fly, the mutants went to say goodbye to their new allies. " _Thanks for all the help Moka._ " Laura said to the vampire.

" _Thanks for letting me kick that faker's ass._ " Moka replied with a smile.

" _Do me a favor and take care of this guy for me, alright?_ " Laura asked as she pointed to the Scarlet Spider. Moka nodded, " _And uh..._ " Laura put her hand on Moka's shoulder, " _give the guy a chance, huh?_ " Moka cocked an eyebrow. Laura rolled her eyes and walked up to the vampire to whisper something in her ear, " _You know just..._ " she whispered and pulled back, " _Because his brother has hilarious reactions to stupid shit like that._ " Laura chuckled. Moka only smiled and gave Laura a thumbs up as a response.

Just as the X-Dudes were about to leave, Scarlet stopped them to say a final goodbye. " _I just realized this will be the last time I see any of my friends from the states for a while, so I want it to mean something._ " Wolverine only rolled his eyes. Scarlet walked walked up to Kitty and patted her head, " _You see Lion, there was always courage inside you._ " then Laura, " _And you had a heart all along Tinman._ " he said as he poked Laura's chest, then he moved to Wolverine. Scarlet started to fake sob, " _I'm sorry...just...just a minute._ " he then wiped away a fake tear, " _And_ _I think I'm gonna miss you most of all Scarecrow._ " Scarlet went for a hug but was stopped when Logan showed his claws.

" _Your not Webhead, and even he wouldn't get way with that. So, if you hug me, you die._ " Logan said with a growl.

Scarlet then moved to Laura who also stopped him, " _Look, I like you, but if you hug me I'll maim you._ "

Scarlet then moved to Kitty who simply shrugged, " _Sure, why not._ " the two embraced and Kitty could only laugh at the absurdity of the situation.

" _You are very skinny Kitty._ " Scarlet mentioned.

" _Thanks_."

" _Oh, that wasn't a compliment. You need to eat a cheeseburger more often, put some meat on your bones. I mean, c'mon, the food just goes through you._ " the stared at each other for a short while and laughed, they even got the rest of the trainees to do so as well, even Logan smirked.

Waving goodbye, the X-Dudes had just boarded the plane when-

 **BOOM!**

" _What the hell was that?_ " Logan asked as he and the others looked out to see a giant creature made of sand in the middle of the city staring down a person who had wings sprouting from her back.

" _ **Give me the flowers you bitch!**_ " the creature yelled out.

" _Everybody out!_ " Logan shouted, " _This just turned into a field mission!_ "

" _What the hell is that?_ " Moka asked as she stared expressionless at the towering creature.

" _Sandman._ " Scarlet replied.

 _ **To be continued--**_

 **Next Time: Flint Marko: Enter Sandman!**

 **A/N: This chapter seemed like a good idea at first, but now I'm not so sure. I'll let you guys be the judge...all 30 of you.**

 **Shout out to The Big Pickle.**

 **Deadpool 2 quick non-spoiler review:**

 **Laughter**

 _ **Crying**_

 **Laughter**

 _ **Laughcrying**_

 **Prison Wallet**


	11. Flint Marko: Enter Sandman!

**ZILLAFAN: No I didn't. I think.**

 **CRUDEN: Here hope, you're happy. Also awesome.**

 **TROOPER911: Appreciate it man.**

 **Diabetees4dinner** **: First off, HAHAHAHAHAHAHAHA * _gasp*_ AHAHAHAHAHAHAHA. Oh God, your name. But anyways, thank you for the support. **

**The Big Pickle: You're welcome.**

 **Autistic-** **Grizzly: Even though it was for chapter 8, Yeah man, I'm glad I could remind you of that...intersting event.** **Did you know in the manga the artwork has it so she has light hair, but in the anime it's brown. That's weird. It's kinda like when they gave Rangiku orange hair for the Bleach anime instead of blond.**

 **Okay, quick story on life in college, so today, May 24 2018, I was waiting for one of my classes and I see these students playing poker, but instead of money for the pot, they used coupons, gift cards, coffee shop stamp cards, quarters and what looked like one of those McDonalds coupons for a free ice cream cone. It was weird, but I suppose college life very easily. Okay, on with the show!**

oOoOoOoOoOoOoOoOoOo

 **Flint Marko: Enter Sandman!**

oOoOoOoOoOoOo

 **Flint Marko**

oOoOoOoOoOoOo

 **Manhattan, 3 days ago...**

My name is Flint Marko, recently, I've broken out of a maximum security prison run by SHIELD. I'm not a bad guy, I've just done bad things. But everything that I have done has been for the greater good of my daughters, and if someone gets in the way...then I'm not responsible for the way things turn out. Once out of the prison I found myself on the run, trying to hide from SHIELD and their operatives. As of right now, I am a wanted man. Not just New York anymore either, but internationally. I know I should leave, hide out somewhere where they'll never find me...but I have to see them. I have to see their faces just one more time.

I reached my ex-wives home where my daughters Penny and Keemia are bound to be. This is Queens, and we weren't exactly wealthy, so sneaking in is just as easy now as it was to see my ex in high school--just open a window. Crawling through the window, I found my daughters, but something was wrong. Both were hooked up to IV bags and had small heart monitors checking their heartbeat. "What the hell is going on here?" I had asked myself this question too many times in life--when I became the Sandman, when I lost to that Webhead using a Dyson, when I joined the Sinister Six because Ock said he could help my daughter at the time...that was a lie, as I found out later. But this time was different, they looked like they had been like this for months.

"What are you doing here Flint?" I turned around to see my ex standing in the doorway of my girls's room her eyes red, likely from crying. "You're wanted you know...again. What else is new?" she said as she rubbed her eyes and crossed her arms.

"Jillian, please..."

"I don't want to hear it Flint!" she wiped a tear and pointed at the window, "Just go. I'll call the police otherwise."

All I can do is sigh, but I must find out what happened to them. I have to help them. "Okay...I'm going, but know that I will do everything in my power to help them. I can promise that."

"I don't want your damn promises! I want you to leave. You've caused enough damage to these girls already." I couldn't believe it. What she said, I didn't want to believe it, but...deep down I think she was right. I left out the window, not even twenty minutes after I had left I heard police sirens. I had to disappear, but I had to get money. Not for me. For them.

I found an old mini-mart shop that I used to visit as a kid. I walked inside and found that no one was there, just the cashier. "Hello, welcome." the man greeted, I almost felt bad for what I was going to do. I let a little bit of the sand from my body leave and made it cover up the camera without the man seeing, can't let the camera's identify me. "What do you need sir? Smokes? Something to drink perhaps, or perhaps...you are here for something else?"

"What?" I asked confused, "Whatever, give me a pack of smokes. The man turned around to grab some smokes and I used the sand in my hand to break the lock on the register, bad move, the register began beeping like a car alarm. The man turned around and looked somewhat different, his hazel eyes became a blood red.

"You are trying to rob me?" he asked, his Indian accent that he had before gone for some reason, "You've made a very bad mistake my friend." the man jumped over the counter and tried to BITE me!

"What the hell?" his teeth went through my "skin" and I materialised to the other end of the store.

"Oh, I've always wanted to taste a Meta." he said spitting out some of the sand, "A little dry, though, like sand." Great, we have a comedian over here. I turned my hand into a sand axe and prepared for battle, but as the man jumped again he was stopped in mid-air by something impaling his heart, "No..." the man coughed out before turning to dust. Standing behind where the clerk was, was a man with shoulder length brown hair, brown eyes, a scar across his left eye and had these...stingers or blades coming out of his wrist. He looked at me with half lidded eyes and walked to the other side of the store and grabbed a chocolate milk from the fridge area. He opened his phone and typed something and then a black man with a sword strapped to his back and some weird guns came walking through the door.

"Is he one of them?" the black man asked. The other man just looked at me and shook his head. The black man nodded and kicked down some back door that led to a basement of sorts in the back of the store.

"The money won't be enough Flint." the man said after finishing the milk.

"How do you know my name?" I asked. The man scoffed at me.

"1) You still have your sand weapon out," I quickly changed my arm back to normal, "2) I have all the memories of Spider-Man, so I should know you. Like how he beat you with a Dyson?" the man smirked. That smug sunova-

"So what are you? Him from the future?" I asked.

"Oh hell no!" he laughed, "I would hate that. Name's Kaine. I'm his clone, and superior in every way." he webbed the security camera and pulled it down, "Now, you should leave. Things are about to get a little...bloody." he then retracted those same blades I saw earlier from his wrist and went to the basement as well.

I grabbed what money I could and left, but... "Normal medicine won't save your daughters Flint Marko." a voice spoke with no one to be found. I looked around all over, but couldn't find anyone. Things seemed different too, like distorted. I turned and found a wizard looking man, I swear the guy looks familiar. "Hello Marko, I am Doctor Strange: Sorcerer Supreme!"

"A-ha! I knew I recognized you! You help out the Avengers." I knew I had seen the guy somewhere.

"Not necessarily, but yes, from time to time I will help out the Avengers." he replied. He snapped his fingers and a beer bottle appeared in front of me, "Sit down, let's talk." he snaps his fingers again and we are suddenly sitting in some building. I was never one to reject a free beer so-

"What are we talking about here Strange?" I asked, "What can you do to help my daughters that any other doctor can't do?"

"Straight to the point." he mumbled, "Well, first of all, I'm a sorcerer. Which means I can heal them without conventional medicine." he explains taking a drink from his tea cup.

"Then you can heal my daughters!?" I was so excited I jumped out of my chair, only for him to force me back into it with a wave of his hand.

"Not yet." he said, giving my hopes up, "There is a...special strand of this virus that is spreading around New York. I will be able to heal everyone, I just need some assistance." I nodded waiting to see what he say, "There is a special flower in a certain place in Japan that I need, now being Sorcerer Supreme it should go without saying that I have a non-stop work schedule," I nod, "so, you can go to Japan and retrieve the flower. There is a 70% chance that you will find it on a young woman with long brown hair wearing a long dress, she'll have it."

"Any better description? It's summer you've just described every semi-wealthy woman walking in Time Square in the mid-afternoon." I mentioned.

"Yes, she will have a staff on her person at all times. She also will be avoiding crowds."

"Great, when can I leave?"

Strange smiled, "Right now." and with a twirl of his fingers a orange portal opened up just off the shore of the town I'd be going to.

"Any reason I have to go into water first?" I asked, "I get pretty tired in water."

"Inconspicuous." he mentioned. I nodded my head understandingly, I mean, I was an internationally wanted man. "Okay Marko, just swim to shore and find the flower."

"Wait, I don't know what it looks like." I mentioned and he gladly handed me a detailed sketch, "Alright. Thanks." I was about to jump when I realized something important, "Hey, won't there be a bit of a language barrier or something?"

"Don't worry, I've placed a spell on you so that anyone you speak to will understand what you are asking."

"You can do that?" I asked. I wasn't exactly convinced.

"Trust me, it works." Rolling my shoulders I give the Sorcerer one last look before jumping. We may not be on the same side, but he's the only chance I have at saving my daughters.

I hit the water and as soon as I do, my body becomes mud and it becomes increasingly harder to move. I begin to be washed away with the tide, but the important part of me is moving forward to the shore. Slowly but surely. The current was rough, and it took me most of the day just to get to the beach, missing most of my original body, but I was able to easily reform. Problem was I was too soft, I had to wait and that meant being in what wad left of the sun. Finally, after a few more hours I reformed completely and crawled out of the sand and made my new body. Exhausted, but determined, I move towards the city, "Must...get...flower." I struggled to say, I was still unfinished, so I was limping as I walked, "Penny...Keemia...I'll help you."

I walk to dry off and find a small shop. _I guess I could start here._ I thought. Walking through I was greeted to the smells of fresh soup. My stomach growled, so I checked my pockets only to find what I stole earlier, "Do you accept bills?" I asked the man as I showed him my money. Thankfully he greatly accepted it, whether that was normal or not, I have no idea. The waiter came back with my soup, and I figured I'd start with him, though he was a bit on the young side, "Excuse me?" I stopped him and pulled out the sketch, "Have you seen this flower before?" the man looked at the paper for a long time before ultimately shaking his head.

"I'm sorry sir." he apologized, "But I'm afraid I've never seen nor heard of that flower before in my life. If it does exist, it definitely doesn't grow in this region." he bowed and walked away leaving me to my soup. _Well, they say the first response is generally the worst._

I look at the tv and notice that they are talking about me and showing pictures. I quickly get up and leave the store not even finishing my soup. "Okay, let's go over what he said. I'm more than likely to find the flowers attached to a woman with a long dress and long hair, and...a staff I think? So either he's being literal or I have to find female store owners to answer my questions." I stopped and snapped my fingers, "Flower shops. If I'm looking for flowers I should check flower shops, maybe I'll find that woman too." so that is what I did. I went to the downtown square and checked every flower shop and asked every female customer that walked in or looked in the window if they had seem the flower. Unfortunately, no dice, and it had gotten dark, making night life nice, but I myself was tired. _Best place for me to rest would be the beach, don't want anyone recognizing me._ I retrace my steps back to the shore where I lay down and spread myself out...all along the beach. I tried sleeping, but the dreams I had were just too painful, too many 'what if' scenarios on if I will save my daughters or not. NO! I can't think thay, I WILL save my daughters. Even if I get sent back to SHIELD's prison, as long as my daughters are safe.

oOoOoOoOoOoOoOoOoOo

The next day I got up, sadly around mid day, and started all over again. This time, instead of flower shops, I would check out other businesses and the women outside of those. I'm bound to find what I'm looking for eventually. I had reached a small mini-mart, but to my surprise the place stuffed in as many different things as a Wal-Mart. Japan is weird. "Excuse me, Miss?" I got the attention of a young woman while her boyfriend got them what looked like ice cream. She had pink hair...Japan is weird.

"Yes?" she asked, she seemed apprehensive, like she was terrified of me or something. Had she recognized me? Or did I just startle her?

"Uh...I'm looking for a special type of flower," I showed her the sketch Strange gave me, "have you seen it before?"

She gave the sketch the once over before shaking her head, "I've never seen a flower that looked like that before in my life. Perhaps you could ask a florist?" she gave me a smile that was so pure I could see the heavens. I nodded my head and left the small shop and began walking through the crowded streets of the city. Not a lot of shoulder room, definitely more cozy than New York. I accidently bumped into some kid with blond hair trying to fight the crowd like I was.

" _Oh shit, sorry_ _sir._ " he apologized. That was english, and a very distinct dialect of english too. This kid was from the states, probably somewhere along the east coast, Connecticut maybe? What are the odds he's from New York?

" _It's no problem kid._ " I better move fast though. IF, and that is a pretty large 'if', the kid **is** from New York, then he no doubt knows who I am. Hell, anyone along the east coast probably knows who I am. I should disappear fast. I moved quickly into the crowd and didn't look back, couldn't risk the chance of getting caught. I made a sharp left into an alleyway where I saw a woman jump from one rooftop to another. _Weird._ It was then that Strange's words started coming back to me. _Avoiding crowds. What better way to avoid crowds than by building hopping?_ I materialized into sand and flew myself up to the rooftop. _Where did she go?_ I decided, that perhaps the best way to find her was to get the drop on her, hide in plain sight, that sort of thing. Turning myself into sand I began to spread myself across the multiple buildings like a dust storm. Thank God it's a little windy.

After a few hours of checking multiple rooftops, I finally found some movement, she was heading towards the beach. Weird since it was getting dark. But she wasn't leaving the rooftop. She looked to be watching some sort of gathering. Time to make my appearance. I materialize myself into my full body and walk slowly to the woman. "It's not everyday that trash gets blown into my face." she mentioned without turning around, "Yet it seems that a whole bag full of trash has blown into my face." I look at her and the description matches what Strange told me perfectly. Long brown hair, long dress, a staff--a literal staff at that, and on her belt right next to a pouch was the flower I was looking for. "Leave." she demanded before facing me, "or face the consequences **human**."

I walked slowly to the, rather young woman--she couldn't be anymore than 20 years old, "Please, you must help me. I need those flowers."

Her face turned into a scowl, "And why would I do that?" she asked, practically spitting in my face.

"To be a good person, and know that you saved the lives of two innocent girls." she laughed. Laughed! What kind of monster laughs at the idea of children dying?

"I do not care about the humans. If they are to perish by not helping you, then I certainly won't assist you. Though I wasn't anyways." she gave a cold smirk and turned back around.

My face formed into a frown, and my blood began to boil, just who the fuck does she think she is? "Listen little miss! I'm not leaving here without those flowers, now hand them over!"

The lady sighed before turning around and pointing her staff at me, "I guess if you want to have trash taken care of, you must dispose of it yourself." I turned my hand into a sand mace, realizing that this was going to get hairy. She frowned and sent a a group of crows at me. What?

"Buzz off crows!" I used the sand to knock all of the birds away with ease. Actually, I think I pissed the girl off. The woman than said some weird mystic mumbo jumbo and suddenly plant like vines began lashing me. One broke through my arm and forced me to regenerate. "Okay, you don't have to be a-" that bitch blew my body up with the stupid vines! My sand landed on the streets below, and I realized I may have to do something drastic to beat an enemy such as herself. _Powerful, she doesn't talk, but she's honestly more annoying than the bug!_ I began to reform myself, but I didn't stop there, no, I even destroyed the ground beneath my feat and began forming with the concrete. Looks like it's time to use that form again. I haven't used it since that time I fought the Spider and he made me mix with Hydroman, so, I may be rusty. Growing to enormous size I now tower well above most of the buildings in this city. Picking up my large fist I smash it down on the building that she was on.

 **Boom!**

Unsure of the casualties, but that doesn't matter, I have to save my daughters, and no stuck up, self-centered millenial with daddy issues is going to stop me! I looked up and saw the girl had sprouted wings and looked at me face to face. The action, irritated me more than any dumb joke, more than being treated like dirt, no, this pissed me off so much, that she didn't just help out kids! Kids man, what the hell have they done?! " _ **Give me the flowers you bitch!**_ "

oOoOoOoOoOoOoOoOo

 **Moka**

oOoOoOoOoOoOoOoOo

 **Present...**

" _Everybody out!_ " Logan shouted, " _This just turned into a field mission!_ "

" _What the hell is that?_ " Moka asked as she stared expressionless at the towering creature.

" _Sandman._ " the Scarlet Spider replied, " _This isn't good._ "

Moka took another glance at the creature, _Really? No shit._ she thought. _**Just relax.**_ 'Outter Moka' replied in thought. " _Well, tell me something I didn't know._ "

" _Sometimes I'll watch hentai if I want to have a laugh._ " Scarlet replied. Both Moka and Laura gave him a questioning look, " _What? You said to tell you something you didn't know._ "

Bobby looked at Logan confused, " _What do you mean by 'field mission'?_ "

" _It means, that we are going to do SHIELD a favor and take down Sandman._ " Logan replied cracking his neck, " _Web Clone,_ " Scarlet turned to Logan, " _You have Webhead's memories, which means you have the most knowledge on this guy. You take point._ " Scarlet nodded.

" _Iceman, I need you to start freezing up his legs, give the guy cold feet!_ " Scarlet ordered.

" _You got it!_ "

" _Nightcrawler, I need you to have Sandman's attention up high, do your teleporting thing and make sure he focuses on you!_ "

" _Right!_ "

" _Can anyone shoot fire?_ " Scarlet asked.

" _I can make massive explosions with my body._ " Nega Sonic replied.

Scarlet blinked a few times before giving a thumbs up. Scarlet clapped his hands and began rubbing them together, " _Alright, time to Enter Sandman._ "

 _ **Music Que: Enter Sandman--Metallica**_

" _Is it necessary to always play music when you fight?_ " Moka asked with a cocked eyebrow.

" _...Yeah. Life needs background music, imagine if this were a movie? Fucking Giant Sandman vs Mecha Godzilla with Metallica playing? I'd pay to watch that._ " Moka pinched the bridge of her nose and shook her head. _He's a moron._ she thought.

Nightcrawler took Sandman's attention away from the woman for only a minute and in that minute she disappeared. " _ **NO!**_ " Sandman, shouted in anger, " _ **Do you know what you fools have done!**_ " Sandman tried to smack Nightcrawler out of the air, but he teleported at the last second. Nega Sonic then took off in a dead sprint, her body illuminating in a fiery aura looking like a comet. When she collided with Sandman's frozen leg she let off a blast of energy from her body blowing off the leg in the process. " _ **WHAT!!**_ " Sandman yelled as he toppled over and struggled to get up until his leg reformed.

" _Hiya Sandy, mind if I come to your tree dome!_ " Scarlet taunted as he threw a car through Sandman's head, but it quickly regrew.

" _ **What? Spider-Man?**_ " Sandman glanced at the clone who was flipping him off, " _ **You ain't no Spider-Man. Just a stupid wannabe, like that guy with the long hair!**_ " Sandman brought his fist down to smash the clone, but he dodged out of the way.

" _Guy with long hair?_ " Moka questioned.

" _We'll talk about it later. Iceman! Feeze him!_ " Scarlet shouted, and just like that Sandman was frozen to the ground. " _Well, good job team, way to take down the master of dreams._ "

" _Don't celebrate too soon!_ " Logan yelled out, and like clockwork Sandman broke out of the ice.

" _ **RRRRAAAAAAGGHHHHH!!**_ "

" _Okay, freezing didn't work. So how about we melt the ice...and turn the dickweed into a giant mudball!_ " Scarlet said pounding his fist into his palm, " _Iceman, freeze him again! Nega Sonic, can you melt the ice?_ "

" _I explode with energy, it's not necessarily fire!_ " she yelled out as she blew off one of Sandman's arms that went to crush her.

" _Damn._ " Scarlet cursed. "Yukari!" Yukari turned to him in surprise, "Do you know any fire spells?" Yuakari shook her head still staring at the giant sand monster, "Then what about water?"

Yukari looked at Scarlet and blinked a few times, "Yes, but, I can only manipulate the water, I can't create more!"

"That's great, look at where we're at!" Scarlet shouted pointing to all the shops, "Every shop has running water and plumbing, hell use the sewers if you have to!"

Yukari scoffed at the last part, "That's disgusting!"

"Omelets and eggs Yukari. Kurumu!" the succubus turned quickly, "Keep Tsukune safe, don't transform."

"But they get to!" Kurumu complained while pointing to Yukari and Moka.

"Yeah, but they can pass as Mutants, yours will be a little harder to explain. Besides, what's more important, fighting or keeping Tsukune safe?" Kurumu blinked a few times before gaining a look of determination and nodding her head. She then grabbed Tsukune and took him as far away as they could on foot.

" _That wasn't necessary._ " Moka mentioned.

" _Yeah, I know, but I didn't want to hear her crying if Tsukune got cut by some sand._ " both Moka and Scarlet chuckled, " _Alright Moka, I need you to stay behind me, I'll keep you safe._ "

Moka scoffed, " _Keep me safe from what?_ " she asked, sounding insulted.

" _There will be lots of water flowing, and I don't want you getting hurt because of it._ " Scarlet explained.

 _ **Awe, he likes you.**_ 'Outter' Moka teased. " _Tch._ " Moka then moved behind Scarlet when she realized something, " _How the hell is this going to protect me?_ "

" _Because Moka, no girl gets wet when they're with m_ _e._ " Moka groaned while Scarlet chuckled at his own expense.

" _That can't be good for your self-esteem._ _Making fun of yourself I mean._ " Moka mentioned.

" _Eh, jokes keep me alive. Plus I'm kinda pissing myself right now._ " Scarlet chuckled. _He can't be scared can he?_ Moka thought, _**Who knows, maybe he's scared of more things than we thought.**_ 'Outter' Moka suggested. "Alright Yukari, are you ready?"

"Ready!" Yukari shouted.

Scarlet looked and saw Sandman's legs were frozen again, "Alright, OPEN THE FLOOD GATES!" _Getting real tired of his pop culture references though._ _ **Actully, I think that was biblical.**_

"Magic wand, water manipulation. Magic wand, water manipulation..." Yukari repeated before launching her wand forward and having hundreds of thousands of gallons erupt from pipes, fountains and, unfortunately, sewers. "It's working, it's working!" Yukari said excitedly.

" _It's not working Ben._ " Moka said.

" _Hey, when I'm in costume call me Scarlet Spider!_ " Scarlet said in anger. Moka rolled her eyes. " _We just don't have enough water..._ "

oOoOoOoOoOoOoOoOo

 **Robbie**

oOoOoOoOoOoOoOoOo

 _Look, they need our help!_ Robbie thought as he argued with Eli. **Not our problem. They can do it themselves.** _Look, we had a deal. You stay and we only hurt bad people. We don't let good people die!_ "Anata wa watashitoisshoni nani o suru tsumoridesu ka?" the man that Robbie, currently in his Ghost Rider form, was holding asked. He's a typical run of the mill goon, killed a couple of men, raped a couple of women, you know an all around nice guy. _Do you know what he said?_ **No idea, burn him!**

 _ **"Look into my**_ _ **eyes!"**_ Ghost Rider said and the man began to scream in pain before collapsing to the ground, motionless. _**"Now to help the**_ _ **others."**_ running out into the street the Rider whistled having his car drive to him. Turning the other way the Rider acted as if he were sitting down the car drove at him and he phased through the car until he was in the driver's seat. _**"Let's rock."**_ flames burst out of the sides of the car as the Ghost Rider punched the gas pedal to make it faster. **Time for a show!**

oOoOoOoOoOoOoOoOoOo

" _Why don't we just lead him to the ocean?_ " Moka asked.

" _God dammit, we don't want him to get bigger! Did you see how big the beach was?_ " Scarlet complained. " _God, none of this would be a problem if he was just in a BETTER CONTAINMENT CELL!!_ "

" _I'll tell SHIELD when they get here!_ " Logan mentioned as he cut projectiles that Sandman launched at them.

" _Dammit, you know what would be nice? A little FIRE!_ " Scarlet shouted in frustration as he threw a large piece of debris away from him and Moka. Suddenly a flaming car powerslides to a halt not to far away from where Moka and the Scarlet Spider stand, " _Fucking finally! About time you got your flaming ass over here!_ _Though I don't remember Blaze having a car._ "

 _ **Music Que: Hell to Pay-- Five Finger Death Punch**_

" _Blaze?_ " Moka asked, " _Wait...doesn't that car look familiar?_ " As she asked that the door to the car opened and out stepped a 5'11" flaming skeleton. " _Wha-Wha-Wha...It's...It's REAL!_ " Moka said in disbelief.

"It's real..." Yukari said, her voice shaking at the sight.

Even Kurumu, who could still see the fight, struggled with her voice as all of her fears seemed to wash over at once, "AAAAGGGHHH! I-It can't be!" Kurumu began to hyperventilate as the skeleton rolled it's shoulders, "IT'S A GHOST RIDER!! BEN WAS TELLING THE TRUTH!"

The Rider looked at Scarlet and nodded. Walking over towards them, he stopped at his trunk and opened it to get out his double bladed chain. Closing the trunk he walked to the Meta and the vampire, the latter of which kept her gaze away from the being. _**"Relax, I can choose when I use the stare."**_ the Rider had to cut himself off to destroy a hand from Sandman, that was about to crush the three of them, using his chain. _**"Now, I believe you said 'Fire'?"**_

" _Fuck, you are waaay better than Blaze._ " Scarlet mentioned with thumbs up. Moka could only stare at him in disbelief. " _Alright, Iceman, do you think you can freeze his whole body?_ "

" _Not likely,_ " Bobby said unsure, " _Maybe if I got to his center, then, sure. Perhaps._ "

" _Kitty, can you get Bobby in there, have him freeze the bastard from the inside out and then get out of there?_ " Logan asked.

" _I should be able too._ " Kitty said with a gulp, " _I think._ "

" _Do it_."

Kitty nodded, " _Bobby, pick me up!_ " Iceman grabbed Kitty so the plan could be enacted. The two raced up to get inside sandman ( **A/N: Laughing** ) only to be smacked in mid air.

" _AGH! Kitty! Why didn't you phase us through it!_ " Iceman yelled.

" _I'm sorry Bobby, I panicked and it happened so fast..._ "

" _Okay, relax. Just, get it this time._ " Kitty nodded her head as the two began to head inside of Sandman's chest.

" _This is where the fun begins._ " Scarlet said as he began popping his neck.

" _What are you talking about?_ " Moka asked, but Scarlet already jumped out of the way and began distracting Sandman from the two mutants, " _Dammit Ben!_ " Moka looked at the Ghost Rider who is staring at her, " _What?_ "

 _ **"Hmm, your heart is purer than I thought it would**_ _ **be."**_ he said before walking away leaving Moka to stare with wide eyes in a foreign emotion: fear.

Swinging at face level, Scarlet began to annoy Sandman by shooting an endless barrage of web balls at his face, " _C'mon you ugly sand castle!_ " Scarlet taunted to get his attention.

" _ **You're gonna regret doin' this bug!**_ " Marko would swipe at Ben and throw debris, but he either missed or it was webbed to a building behind the Web Clone. " _ **Ugh! Quit moving!**_ "

" _Can't, if I do then I lose the runner up position for best Michael Jackson impersonator_ " Scarlet joked. He then stuck out his left middle and index fingers and lifted his thumb to make a finger gun and aimed it at Sandman's arm, " _Bang._ " suddenly one of Marko's fingers broke off with a cocoon of webbing to cap off where his finger had been. " _Bang! Bang! Bang!_ " three more of the fingers came off with a web cocoon to cap off his knuckles.

" _ **All you've done is annoy me bug! What did you help to accomplish?**_ " Marko asked.

" _D_ _istract you._ " Scarlet said, a smile visible even through his mask. Marko looked down and saw a giant ice shard pop out of his chest followed by a wave of ice that encapsulated his body.

" _ **No. No! NOOOOOO-**_ " his body was frozen in place, at least for now.

" _Rider, punch it!_ " Scarlet shouted. Ghost Rider got a running start before his car drove through him so he could get into the driver's seat. He began going around Sandman's leg and pulled his E-brake to get into a drift, having him drift around the entirety of the monster picking up more and more speed by adding his Hellfire. Eventually a flaming vortex of terror surrounded the giant frozen sand monster. As the Rider began melting the ice, Scarlet was having a bit of an episode, " _Déjà vu/I've just been in this place before/Higher on the street/And I know it's my time to go/Calling you, and the search is a mystery/Standing on my feet/It's so hard when I try to be me, woah/Déjà vu/I've just been in this time before/Higher on the beat/And I know it's a place to go/Calling you and the search is a mystery/Standing on my feet/It's so hard when I try to be me, yeah!_ "

Down with Moka, all she saw was Ben dancing on the rooftop like a lunatic, " _What the fuck is he doing?_ "

Seeing the the vortex was up above Sandman's head, he decided to pull out to where he was at before. Once he did so, Scarlet swung back to him, "Okay, now Yukari!" he commanded when the vortex was finally down. Yukari gave the spell one more spell and sent as much water as she could and watch as the giant pile of mud collapsed under it's own weight. All that's left now was a man trying to keep himself together...literally. _Good, we beat him._ Robbie thought. **Nuh-uh Robbie, it's not good enough. We have to kill him!** _What? No! We had a deal!_ **Yeah, yeahyeahyeahyeah. A deal that stated we'd go after those who were evil. Look inside, he's killed, Robbie! Guilty!** _No, he was trying to save his daughters!_ **And a soldier fights for his country, but does that mean he's always done the right thing?** _No! You can't kill him!_

As the Ghost Rider was having it's identity crisis in the inside, on the outside it was twitching, furiously moving it's head side to side, " _Hey Ben- *Gasp*_ " Moka stopped when Scarlet put his arm in front of her moved her behind him. Brave gesture that it was, she could still see him shaking. But one thing was different, he was quiet. Quieter than he had ever been since she met him.

Finally, the Rider stopped twitching and began walking towards Marko. _**"Must...**_ _ **Atone."**_ _No!_ **I'm in control here boy!** Once at Marko he stopped and just stared at him.

" _Please,"_ Marko pleaded, " _I need to save my daughters..._ "

 _ **"Sorry Marko,"**_ the Rider placed it's hands around Flint's throat, _**"but it seems you're all washed**_ _ **up."**_ _You can't do this!_ Then, like a bullet, the Rider was punched in the side of his flaming skull, knocking him away from Flint. The Rider grunted in annoyance as it got up and to it's surprise there stood the Scarlet Spider, defending Marko as the X-Men pulled him away.

" _Help him Logan!_ " Laura yelled out.

" _No Laura, I asked him to stay back, no sense potentially getting two of us killed._ " Scarlet said with a slight chuckle. " _Well, at least now I can say I fought a Ghost Rider...Baller._ "

 _ **"It seems you have a death wish."**_ the Rider pulled out his chains, _**"Good."**_ Scarlet started it off by shooting webbing at the Rider like he did to Sandman earlier. It seemed effective, but all the Rider had to do was grunt and the webbing burnt off. He grunted and lashed his chain at Scarlet and recieved a kick to the face for his trouble.

" _Ha! What kind of Rider are you? Taking shots from-_ " Scarlet was cut off when the Rider grabbed him by his throat and began to squeeze. Using his free hand to remove his mask the Rider was almost met with a kick to his face courtesy of Moka, but he used his teleporting ability to avoid it, " _You can teleport,_ " Ben squirmed out, " _that's pretty badass._ "

 _ **"Now..."**_ _Eli, we can't!_ **He interfered which means...** _**"You...are guilty."**_ _NO!_ _**"Look into my**_ _ **eyes."**_ Ben saw his whole life flash before his eyes, well rather, he saw Peter's life flash before his eyes and then his short life. Though, other than trying to kill Peter, he didn't think he had done anything wrong.

" _BEN!_ " Moka shouted out as she saw what wad unfolding. The legends she and many other monster children at a young age were told were true. The monster killer who destroys others just by looking at them: The Ghost Rider.

Laura felt her heart stop for her friend, but then _**"A**_ _ **AAGGGHHH!"**_ the Rider reeled back in pain and dropped Ben, who was hyperventilating, perfectly fine. The Rider continued to scream until his fires died out and he was returned back to Robbie Reyes. _What the hell happened?_ **I couldn't use penance stare on him. That's what!** Eli thought, clearly frustrated.

" _Ben!_ " Moka and Laura both said as they ran up to support the clone. " _Ben, Ben, Ben, relax. It's okay, I'm here for you._ " Moka said as she supported the clone's head up as he hyperventilated and his body spasmed.

" _What's happening to him?_ " Laura asked.

" _He's having a panic attack. Just support him._ " Moka mentioned.

oOoOoOoOoOoOoOoOo

 **Ben**

oOoOoOoOoOoOoOoOo

Through his intense spasms and blurred vision Ben was able to grasp to something for support so he could begin to calm down. His vision slowly returned and he was greeted by everyone hovering over him. " _Did I make the winning catch?_ " he asked trying to lighten the mood.

" _Kid, are you alright?_ " Logan asked. Ben, looked to his right to see Moka staring at him intently which is...scary, though if being stared at intently by a vampire isn't scary than it just means Twilight was right, and we can't have that. Ben nodded his head. Logan gave an approving nod himself and he escorted Flint onto a SHIELD prison transport that arrived not that long ago. The other trainees then left as soon as they saw that he was fine, all releasing a breath they hadn't realized they had been holding.

All that was left was Robbie, the monsters and Laura. Ben looked at Moka with a stupid grin, " _Did I do good?_ " his response was a chop to his head, " _OW! Hey that's not-_ " he was hit again.

" _Idiot,_ " Moka said as she chopped Ben's head, " _Idiot, idiot, idiot, idiot..._ "

" _Ow, Moka, you're doing more harm than-ow-good._ " Ben mentioned and Moka stopped.

" _Did you take your pills?_ " she asked as she handed him the bottle.

" _Woah, relax, I was having an episode because I saw my life, literally, flash before my eyes and I thought I was going to die!_ " Moka's look didn't change and Ben took the pills that he was supposed to. " _Why didn't I die anyways?_ " Ben asked, now his mask back on, looking at Robbie.

" _Well, there could be a couple of reasons. You could've seen all your actions as completely justifiable and therefore you would've been innocent, I could've stopped Eli from taking your soul,_ " Robbie stopped and rubbed the back of his head, " _but honestly, the reason is probably because infants are innocent by default, except the anti-christ, which you aren't._ "

" _Infant?_ " Moka asked.

" _I told you, I'm a clone._ " Ben replied.

" _That doesn't explain how you're an infant._ "

" _Well, I was cloned from someone who had just turned 17. They retrieved the cells to create me and used a process called 'Accelerated Aging' to make me age faster so I could be at my peak within a couple of weeks._ "

" _So how old are you?_ " Moka asked still not getting an answer to why Ben is an infant.

" _Uhhhh...including the couple of months I was in school with you guys, 9 months._ " Moka's eyes widened in shock, " _To be fair though, I have the body of a 17 year old._ "

Robbie nodded, " _That must be it, Penance Stare doesn't work on innocent, and infants are always innocent._ " Robbie clasped his hands together, " _Well, sorry for almost killing you, but hey, we took down the Sandman._ _I, um, am gonna go._ " Robbie said as he got into his car and drove off.

" _Laura! We're heading out!_ " Kitty called out.

" _Well, that's my que._ " Laura said as she looked at Ben one last time, " _Best Clone Buddies For Life?_ " Laura asked holding up her hand for a high-five.

" _Best clone buddies for life._ " Ben said as he gave her a high-five. The two then jumped and shoulder bumped each other and just before she left, Laura rolled up Ben's mask and gave him a goodbye kiss on his cheek.

" _Thanks for having his back._ " Laura said to Moka as she passed her. Laura saw what Ben saw in the girl now. Though Ben won't remember, Laura got to witness how much this girl is to him as his body was unconscious. After his spasms died down a little he had clung to Moka like a scared child does to there mother, and the whole time he would keep repeating the same words as he slept: She's safe. It didn't matter if he was hurt or not, and even his subconscious saw things that way.

The monsters gave their final goodbyes and waved to the X-Dudes as they took off. " _So, what about this guy with long hair?_ " Moka asked.

" _Ugh, Kaine. My Clone brother, and master of terrible hairdo._ " Ben groaned.

Moka let out a small chuckle. The group of monsters began to head back to their motel, "So Ben," Moka began, now speaking japanese, "what was that thing you shot out of your wrist? It didn't look. like one of your web balls."

"Oh!" Ben said excitedly, "That was my new attachment, I call it 'Impact Webbing'. You see, it's this metal pellet that get's shot from my web shooter at incredible speeds, so not only does it feel like a rubber bullet when it hits you, but it also explodes on contact and covers you in a web cocoon."

"When did you have time to make that?" Yukari asked.

"When I wasn't studying for finals, soo...the last two weeks of class." Ben replied.

Moka grabbed her rosary from Tsukune and sighed, "You're helpless." she said to Ben before giving a slight smile.

oOoOoOoOoOoOoOoOo

 **Unknown**

oOoOoOoOoOoOoOoOo

The woman that had the flowers Sandman was looking for was walking though an old and well worn home, complete with creaky wood, peeling wallpaper and cobwebs. She approached a rocking chair with an older woman in it and kneeled, "Master." the woman said.

"My dear Ruby," the older lady said turning lightly to her young protege, "what do you have to report?"

"Your hunch was true, there was a young witch in the human city today. She holds exceptional power, especially for her age. But..." Ruby stopped.

"But?"

"But, I've run into a snag, a human was after the special herb. It's possible that more will come." the woman rubbed her chin in thought, "I-It gets worse. The humans, they are Meta's, some were Mutants. But worst of all, they had a spirit of vengeance on their side."

"That is troubling." the older woman said, "Then we must hurry. Recruit the young witch, have her join us. Then-Then we crush humanity once and for all. And not even the legendary Ghost Rider defeat us!"

 _ **To be continued--**_

What the hell are you going to do with me? **(Roughly, I used google translate so...)**

 **A/N: This chapter was weird because it was a bitch to write, but it was fun. Definitely one of the fastest chapters I wrote. Hope you enjoy.**

 **Oh, and yes, Robbie can use a penance stare. Look it up. Also, Yay impact webbing!**


	12. Human City

**Woo! Let's respond to some reviews!**

 **trealexander63917: First off, thanks for the support. I always see you somewhere in my stories, so thanks. Now to answer your review: It kinda sucks, huh?**

 **Autistic-Grizzly: Thank you. And yeah it was a thought I had part way through and I figured it was a good way for me to make Ben seem like a badass, but he's really just an infant which doesn't sound as cool. Also, accelerated aging is a bitch, but in this case it's a life saver.**

 **CRUDEN: Yeah, tis true. At least he's a hero in the comics later on.**

 **ZILLAFAN: 1) Nightcrawler essentially. 2) Why get a mutant when you have a mother fucking Ghost Rider?**

oOoOoOoOoOoOoOoOo

 **Human City**

The next morning, after the nightmare that was the teen monsters finding out the Ghost Rider was NOT a story, the girls woke up to another terrible sight: Ben, spooning a pillow, in just his underwear. Not only did the three girls not know what to do in there situation, but even Tsukune was dumbfounded. "He looks like a morphball in Metroid." Tsukune mentioned, noting how Ben was curled into such a tight ball that his knees touched his elbows while still spooning a normal pillow. Yukari had to keep looking away because she found herself staring at Ben's scars. It was rude to stare after all, but it was so...mesmerizing.

Ben let out a loud snore startling all of the girls, "Do we...Do we wake him up?" Kurumu asked, "I mean, I guess we don't HAVE to, but he's just..." she gestured to the American's practically naked body. Moka hid her face behind a pillow so she could avoid looking at Ben.

"I wonder if he's dreaming." Moka mentioned. The others gave a nod, also now curious to what he was dreaming of.

 **Inside Ben's Mindscape**

Ben was back underneath the large tree in his dreams resting in it's shade as a cool breeze blew by. The sun wasn't too bright, and the air wasn't too hot. It seemed like a paradise, a nice change of pace compared to the polluted air, constant noise and the always cold, New York. Soon, just like before, he was greeted by 'Inner' Moka who sat beside him. "You know I'm not real, right?" she asked.

"Yeah," Ben smiled, "but you could be...one day."

Moka cocked an eyebrow, "Oh, so that means you're going to pursue me now are you?"

"Yes!" Ben said excitedly, "I have too! I have to because I want to express how thankful I am to you-er-her."

"Why can't you do that now?"

"Well, I could. But I feel like we have to grow closer first, you know? So that it feels genuine."

Moka stood up and crossed her arms, "And you have no ulterior motives? You just want to express your gratitude?" dream Moka smirked.

"Y-Yes." Ben hesitated.

"You just hesitated."

"No I didn't!"

"Mm, a little bit, yeah."

"No."

Moka sighed and approached Ben and placed her hands around his neck, "So, you only want to show your gratitude? That means you don't want this." the dream 'Inner' Moka then pressed her lips against Ben's for a few moments before releasing.

"W-Well, t-that wouldn't be bad either." Moka smirked and the two locked lips again.

 **In reality**

" _Mmm..._ " Ben moaned with delight as a huge grin crossed his face.

"Well, whatever it is, it must be a good one." Kurumu noted, "Too bad. We should probably wake him up, no?"

"Yeah, we need to seize the day...and make him put on clothes." Yukari noted. Waving her magic wand, Yukari made a brass washtub fall on Ben. Ben, of course, caught it and tossed it to the other side of the room.

"What?" he asked groggly.

"It's time to wake up!" Kurumu said enthusiastically, "C'mon, time to seize the day...and put on clothes!"

Ben opened his eyes and looked at what he was clutching onto. _Oh. I thought it was my bag._ He was about to remove the pillow and get up until he looked down in embarrassment. "Uh, okay guys. I'm gonna get up, but I need all of you to close your eyes."

"Why?" Moka asked.

"Well, it's because I'm a boy and things are different when us guys get up in the morning and..." Ben sighed, "Look, I'm not gonna beat around the bush (no pun intended) I have a raging erection and I'd **really** appreciate it if you guys just closed your eyes and saved me the embarrassment." Kurumu, Yukari and Moka all blushed, clearly not expecting a direct answer, and Tsukune just snickered. The girls nodded and shut their eyes while Ben stood up and covered his junk with the pillow while he grabbed clothes for the day.

oOoOoOoOoOoOoOoOo

"You don't think that isn't 'too on the nose'?" Tsukune asked as Ben wore a black tank top with a red hourglass on the chest area.

"What do you mean?" Ben asked not completely understanding what Tsukune was asking.

"Well," Moka began chuckling, "you are a spider, and you're wearing a shirt that essentially tells the whole world."

"Perhaps. Or, perhaps I have a thing for redheads." Ben joked. He chuckled to himself, but the others seemed lost.

"What?" Kurumu asked with a confused smile. Ben blinked owlishly. He was going to say something, but just sighed realizing it was a lost cause. "So," Kurumu started excitedly as she clasped her hands together, "where should we go to get more information on this 'Witch's Knoll'?"

"I vote we find Robbie, he clearly knows something. The guy wouldn't just be here without a reason." Ben mentioned causing everyone to freeze in place. "What? Something I said?"

"You can't actually consider going after that thing can you!?" Moka asked worried as the image of Ben receiving the 'Penance Stare' ran through her mind again.

"No offense, but the guy tried to kill you." Tsukune pointed out.

"And he's a MONSTER KILLER!" Kurumu yelled out, gaining strange looks from passers by, "Besides, if you find him, what are you going to do? Sit him down, drink some tea and talk about it over lunch?" she asked sarcastically with a chuckle.

Ben blinked a few times before nodding, "Yeah, sounds good. Glad you suggested it." Ben continued walking to an unknown location to gain unknown information from a man who, aside from his name and abilities, is unknown.

"Well, how do you hope to find the man?" Kurumu asked with a smug smile, "I mean, he can't be easy to find in any way."

"Find the car, you find him. How many people in Japan drive a '67 Charger?" Ben mentioned as he cocked his eyebrow, "Besides, apparently, I stand a ghost of a chance against the guy."

Yukari didn't like the idea in the slightest, sure it may be the only lead they have, but a Ghost Rider? She heard many tales of a Spirit of Vengeance taking the lives of witches in ancient times, then in the formation of the United States 'Wild West' and now this creature running around Hokuto in a Dodge Charger. Sometimes, ignorance is bliss. Yukari could've gone her whole life without knowing that the Ghost Rider was real, but nooooo...Ben had to be right and actually planned on his assistance against that sand Meta-Human. Yukari would periodically look at her surroundings to make sure nothing jumped her.

"Don't worry Yukari," Tsukune said as he patted the young witch's head, "if Ben is confident in this Robbie guy in helping us, then we have nothing to worry about." Tsukune reassured. "Besides, the human world is actually a pretty safe place to live." Ben had to stop himself from snorted at the absurdity of the statement, _Yeah, 'Safe' like a room full of toxic waste._ Ben thought, _I mean, God forbid these guys ever see things like: The alien invasion on New York, Civil War, everyone witnessed Galactus and those dudes who I'm pretty sure were from Street Fighter._ Ben sighed, _Plus, let's not forget Sandman yesterday, and our help from the mutants. Some of those guys are really dangerous. Hell, I wonder what their reaction would be if they met Venom._

Ben chuckled to himself, " _Oh man, monsters vs alien. That'd be badass._ " he said to himself.

Up above on a distant rooftop, a raven transformed into the female figure that fought Sandman the day before, Ruby. She stared at the group with great dissapointment, "Oh great..." she said to herself, "I can't believe she let those humans bring her to a place like this." Ruby sighed as she rubbed her temples in frustration, "Ugh, I didn't think it was possible for witches to be this naïve." she continued to watch and judge the humans, while also trying to find a plan on how she would retrieve the young witch. "Our people are supposed to listen to the voice of the wind and commune with the spirits to make the power of nature our own. But, in a city...in a city nature is destroyed and the spirits are scattered. The changes can be so disturbing to a young witch not accustomed to it that she may fall apart! That being said...I wonder how she's faring?"

"Unh..." Yukari fidgeted her hands uncomfortably as she walked, "So many voices...so many faces...I can't figure out what's going on...this city is-"

"Yo Yo, you see those girls!" a civilian shouted out. Everyone stared at Moka and Kurumu in awe, "You ever see a girl that cute before?" one man said about Moka, "Yeah yeah, but what about her? She's super hot!" another said about Kurumu as the crowd knocked over Yukari and Tsukune trying to get the girls, the only obstacle stopping them was Ben as he kept the girls behind him.

"Back! Back!" Ben yelled out as he removed his belt and began using it as a mock whip, "Back you animals!" he cracked his belt a few times to make the crowd back up.

"Ugh." Yukari said as she held her head and picked herself off the ground, "They're the real monsters here."

"Are you okay?" a nasally voice asked as he held out his hand to help Yukari. The young witch turned and nearly screamed her head off in fear at the sight of multiple Otakus surrounding her, "Love the witch outfit."

"You're into cosplay too, huh?" another said.

The other could barely make sentences, "S-So c-cute!"

"So, are you going to a party?" the first asked again, "What character are you, can I take your picture?" Yukari's heart began to beat faster as the voices began to swirl in her head.

Ben had finally gotten the crowd of pervs to back off and leave and began to count heads, "Okay, pink, blue, plain, web...where's sorting hat?" the others looked around and realized that Yukari wasn't by them.

"GO AWAY!" they heard shouting and suddenly street lamps began exploding up and down the street.

"YUKARI!" the others shouted in unison. The civilians were confused at why lights were suddenly going out. Thankfully not many noticed that Yukari, with her wand out, had been the one to blow out the lights, especially since Tsukune grabbed her and ran off, "Yukari, what are you doing! You can't use magic in the middle of the city!"

Back on the roof, Ruby scoffed at the sight, "I knew it." she raised her staff in the air and the crows's eyes that surrounded her began to glow red, "This city, is no place for that poor little witch!" she thrust her staff forward and the dozens of crows took off at once to the streets below.

"I can't take it anymore!" Yukari shouted to the group of teens, "Humans are terrifying! And none of them know personal space!"

"Well, I guess that's kinda true." Tsukune said to himself, frowning at Yukari.

"'Kinda true'?" Ben echoed, "It is true. Face it Tsukune, there's a reason why some monsters are terrified of humans. Yukari is probably more than freaked out about yesterday as is." Ben turned to the young witch with a sympathetic smile, "Yukari, it's okay. Honest. I know exactly how you feel," hearing that made Yukari grimace at the vigilante, "But you can't just-"

"Oh, shut up Ben!" the others recoiled in shock at the sudden outburst, "You don't know anything about what it's like to be a witch! Not a damn thing! So don't stand there, patronizing me, and lie to my face!" Yukari's eyes began to tear up and she balled her hands into fists, "Human's and witches are **too** different! We'll never understand each other, and you'll never understand me!" Ben gritted his teeth hearing this he was about to say something when his Spider Sense went off. _Hmm? Birds?_

"Yukari, what are you saying!" Kurumu shouted as she shook the witch back and forth. As she was shaking the girl, a bird swooped down and dislodged the succubus from the witch making the former scream in surprise as the bird ended up flipping her skirt for all to see. "What the hell was that?" she asked, holding her skirt between her legs, "Is that a crow!"

" _Caaw!_ " the crow called.

"Actually," Yukari started and soon the whole alleyway they were standing in was surrounded by crows, "it's a whole murder of crows!"

" _Caaw! Caaw! Caaw!"_ the other crows shouted continuously as they swooped down and began attacking them.

"They're going crazy!" Kurumu shouted, "What the hell did we do to them?!"

Ben pulled out his Web Shooters and placed them around his wrist, _Non-lethal. Let's do this!_ Ben smirked as he cocked his hand into a finger gun, " _Bang!_ " he shot impact webbing at a crow and watched as it stopped moving and lied on the ground cocooned in webbing. "Let's make Wade proud." Now using both hands Ben began shooting impact webbing at both sides and performed moves similar to that of Deadpool's Equalizer move. Through the vast confusion, Yukari found herself behind a wall of crows. Suddenly, a hand reached out from behind and covered her mouth and took her away from her friends.

"There's too many of them!" Tsukune shouted as he tried to shoo the crows away with his hands. Looking over he saw thay Kurumu had a crow pecking at her head.

"Ow! G-Get off of me you dirty crow!" Ben had stopped what he was doing and began laughing at Kurumu's predicament, he even took some pictures of it. _New wallpaper._ he thought.

Moka looked around and noticed that, through the chaos, they were missing someone, "Wait, w-where's-" she had to stop herself as a crow flew at her face, but was webbed to the wall behind her, "Thanks Ben." she said with a breath of relief. **_Well to be fair, this wouldn't have happened if he didn't stop to mess around!_** her other shouted at Ben.

"Hey, give me a break, I see something funny, I take a picture. Thus is the circle of life. Right Yukari?" No response, "Yukari?" Ben asked again.

"Yukari's gone!" Moka shouted.

"Gone? What do you mean 'gone' she was just right here!" Tsukune shouted in confusion.

Meanwhile, as the others were dealing with the crows from a Hitchcock movie, Yukari had just woken up on the rooftop of a building not far from where she was before. She sat up and saw a female figure standing on the edge of the rooftop ominously. "Where...where am I? Where are my friends?" Yukari asked as she darted her head all around the building.

The girl snapped her head back at the young witch, "Oh, you're awake." the girl held out her hand and let a crow land and feed out of it, "So, what did you think of the human city? I saw the pain it caused you. The pain it caused to a young witch." Yukari gasped in surprise at the statement, "The city is so...so...empty. Isn't it? No wind. No water." the woman held her hands out and gestured to the city and then to the sunflower in her hand, "No flowers. No, not even the scent of soil or leaves." the woman smiled at the young witch, "Nothing. Only the stench of human ego and greed. For a young witch like you...well it must have felt like a wasteland!" she chuckled. Yukari looked at the woman in awe. A crow came to land on Yukari's shoulder and she jumped in surprise, "Oh don't worry," the woman assured, "crows are my friends. They helped me whisk you away from those awful humans."

"W-Who are you?" Yukari asked.

The woman pursed her lips up to a smile, "My name is Ruby. I live on 'Witch's Knoll' and I came here because...well...because I want to be your friend."

Back in the streets, the crows were either webbed to the ground and/or wall, or they began flying off. No reason was given for the attack, it was too coordinated to be real. "Well, after that God awful recreation of a Hitchcock film, we can focus on finding Yukari." Ben mentioned.

"Where could she run off too?" Kurumu asked, "And why by herself? I thought she was scared of the city?"

Tsukune balled his hands into fists, "I don't know."

"I say she's on top of that roof over there." Ben mentioned as he pointed to a rooftop in the distance that many crows began flocking to.

"Are you sure?" Moka asked.

"Yep, that's what the indicator for her tracer is telling me." Ben said as he showed the vampire his phone, "Plus, the flock of crows gives it away."

"How do you know it works?" Moka asked skeptically.

"Hey, it made it so that we could follow you all day yesterday." Moka gave a confused expression, "I put a Micro Tracer on your dress yesterday."

"You did what?" **_You did what?_**

"Hey, relax, I was just making sure you were safe. The group of teens then followed Ben to the building.

"Humans are the enemy." Ruby explained to Yukari as the two stared at a setting sun. Crows began to fill up the building. Yukari figured they were naturally attracted to Ruby. "I know," she continued, "I've spent my whole life suffering at their hands of selfishness and cruelty. They are a race of insects! Good for nothing! All they do is mindlessly expand their territory and destroy the environment!" Ruby sighed, "I'm sure you can understand now...after seeing their abominable city, not only will humans and witches never understand each other. But that there is no reason to try!" Yukari thought back to when she first met Tsukune and Ben, Tuskune risked his life to save her, and Ben was someone intelligent she could talk too. She thought of the conversation Ben had with her on the way here, and how he said he would always have her back. Then she thought of how her payment to Ben's loyalty was to spit in his face, and tell him he didn't know better. A tear formed in her eye. Maybe...there wasn't a reason to try and understand each other. Ruby turned and faced the young witch, "Those despicable creatures are trying to destroy this beautiful knoll that is covered in blooming sunflowers. Yukari...we need your help, we need your power to aid us in our battle to save the world." Ruby handed Yukari the sunflower she had been holding, "Will you join us?" Yukari didn't say anything, but gave a slight nod. Ruby's face then changed from a serious demeanor to that of one that belonged to a child, "Really!?" Ruby practically tackled Yukari in a hug, "Oh, thank you, thank you, thank you!" she said as she rubbed her face against the young witch's.

"Wait up!" the two witches turned around to see Yukari's friends laying on the rooftop, out of breath. Except Ben who was standing perfectly fine.

"I said I would carry you." he mentioned.

"Yukari...you can't be serious!" Tsukune grunted out as he struggled to get up, still out of breath from the climb.

"Tsukune, Moka, Ben?" Yukari asked in confusion. _Hehe, she left out Kurumu. Classic._ Ben thought with an amused smile.

"You." Ruby growled, "How did you find this place?"

"Well, it does kinda stand out." Tsukune mentioned, "What with the crows and all."

"Also, I placed a tracer on Yukari that she hasn't removed yet." Ben mentioned with his arms crossed. Ruby growled again in frustration.

"Hey...I heard what you said." Tsukune told Yukari, trying to be as serious as possible, "Yukari!" Yukari jumped in fear at Tsukune's words. The human just held out his hand a smiled, "We were so worried about you. Let's go home. All of us, back to Yokai. Let's just call the trip a bust." Yukari was still hesitant until Ben stepped in.

"Yukari," Ben started, again startling the witch, "you didn't let me finish what I was saying earlier. Yukari, **I do** know what it is like, being hated by humans. I'm part of a group of people, where most of the population would rather see us hanged." Yukari gulped at the idea of humans doing that to him for no reason, "Mutants, metas, hell, even some of the Avengers. We don't have it easy." Ben sighed, "My brother knows that better than anyone. You see Yukari, my brother is perhaps one of the most hated Meta-humans. And all he does is good. And me...well, I'm his clone." the others gasped in surprise at the revelation save for Moka, "I have all of his memories and I see the things that people did to him for only helping people. He's hated because he's different, because they fear what isn't normal. And me? I'm a freak of science, hated by all. Loved by no one. I...am truly...and utterly alone." Yukari looked down in dissapointment, "That is, until I met you guys. You all treated me as one of you. You have become the family I never had, save for my brother that I don't see that often, and the other one, who tries to kill me every time we meet." Ben let out a chuckle prompting Yukari to do the same, "So I do know how it feels. But you leaving isn't the answer. Because you will always have us. And we'll always have you. Besides...I've got your back." the words rang through Yukari's head, Ben was there for all of them. And he never let any of them down. So she couldn't let him, or the rest of then down either.

"Oh, Ben, Tsukune!" she cried out with tears streaming down her face.

 _SPIDER SENSE! Move!_ Ben quickly connected a web strand to both Yukari and Tsukune and pulled them down just before a slash hit Tsukune's shoulder, "Enough!" Ruby shouted as two black raven like wings erupted from her back, "I am through with you humans intervening!"

"'You humans'?! 'You humans'?! That is racist ma'am!" Ben joked. He then noticed her wings and pointed at then mockingly, "Cool party trick 'Gandolf the Gray' but both a Mutant and some old geezer in a green leotard did that waaaay before you!"

"Silence fool!" Ruby waved her wand and tried to hit Ben, but he dodge rolled left to avoid it.

"Ben," Yukari shouted, "please don't hurt her!" Ben gave her a look of 'are you serious right now?' but after he saw the young witch's expression, dreadfully, complied.

"Okay Wicked Witch of the West, looks like it's your lucky day. If you surrender right now, I won't hurt you, but if you don't, I'll resort to force."

Ruby scoffed, "Your kind is dumber than it looks if you think I'll stand down to you!"

"Yeah, well, a human is a better magic wielder than you so-" Ben jumped to avoid another attack from Ruby's staff.

"Silence!" Ruby began to say some magic chant, ready for the finishing blow, "DIE!!" she shouted. There was a large gust of wind and a strike that was ten times than the one that she aimed at Tsukune. However, when the dust cleared, and the crows, Ruby saw Ben standing there with a smirk on his face and not a single scratch on him. "H-How?"

"Web shield." Ben replied with smirk, "Now, it looks like I'm going to hurt you." Ben said seriously as he balled his left hand into a fist.

"Who do you think you are?! No human can harm me!" Ruby shouted as she began to chant something again. Her eyes widened when Ben was suddenly directly above her with his arm cocked back.

"I'm no mere human...I'M THE SCARLET SPIDER!" thrusting his fist forward he connected directly with Ruby's face and sent her crashing into the surface of the rooftop. Ben landed with a light thud and began dusting off his hand, "Well, that was easy. What should we do for-"

"Unnnnggghhhh..." Ruby lifted her head up and struggled to stand back up.

"Oh, this is embarrassing." Ben said scratching the back of his head, "I didn't think you would be so durable."

"And what...gave you that idea?" Ruby asked as she supported herself up with her staff only to fall back to her hands and knees.

"Well to be honest, I figured that, since you're a mage, you wouldn't be super durable. Also you're a girl and you should have a glass jaw by default."

"Overly sexist comment is overly sexist." Yukari mumbled.

"What an asshole." Kurumu added.

"I'm going to pretend I didn't hear that." Moka said with a sigh. **_He's going to wish I hadn't heard it._** 'Inner' Moka added to her other.

Ben walked up to Ruby and made a fist with his right hand this time. He then twisted his hand in her hair to make sure she didn't get very far if she tried to retreat. He then cocked his hand back and punched forward, this time knocking out the witch. "Well that was easy." Ben said as he saw the wings of the witch disappear.

Yukari then ran up to Ben, "Did you really mean what you said Ben?" she asked with tears in her eyes.

Ben smiled and removed Yukari's hat and ruffled her hair, "Every word of it Carry." Ben smiled as he put Yukari's hat on his head, "Get it? Carry? Like from the Stephen King book?"

"I've read it, yes." Yukari said with a smile.

Ben put the hat on Yukari's head, "Hmmm...Hufflepuff!" Yukari laughed at Ben's joke and gave him a big teary eyed hug.

"Thank you Ben. Thank you for understanding." she let go of Ben and wiped her tears, "We're going to help her right?" Yukari asked.

Ben cocked an eyebrow in confusion, "Why?"

The young witch fidgetted in place, "Well, she only wanted me to be her friend. Besides...she said she was from 'Witch's Knoll'." Ben looked at Ruby and back at Yukari who was giving her a pleading look, _Well, can't say no to that face._ Ben walked over to the unconscious witch and webbed her in a thick cocoon and placed her over his shoulder. Yukari grabbed Ruby's staff and the two walked over to the rest of the teens.

"What are we doing?" Kurumu asked.

"Going to get some information." Ben said vaguely.

oOoOoOoOoOoOoOoOo

Ben decided to take to the air when he traveled back to the motel. The others walked back, tired and a little bit confused. "You know," Kurumu started, "the city is pretty and all, but at night, you can't even see the stars." she sighed and leaned against a street lamp to rest, "But what'll happen now? There's no way we haven't been figured out. We are sooo getting in trouble for all of this."

"T-That doesn't matter!" Yukari shouted out to everyone's surprise, "It doesn't matter because we all have each other, like Ben said. And as long as we have each other it'll be fine. And..." Yukari began to get teary eyed again before she hugged Tsukune, "I'm so sorry for everything! I don't know what came over me!"

"Yukari..." Tsukune mumbled. The group all turned around to the street when they heard a whistle.

"Hey, what's taking you guys so long?" to their surprise it was Ben who approached them.

"Ben?" Tsukune asked, "What are you doing here? Shouldn't you be watching Ruby?"

"Ah, well, about that..." Ben rubbed the back of his head nervously and walked the others to their room where they saw Robbie standing against the wall watching over the still cocooned and unconscious Ruby.

"AGH!" all of the monsters, and Tsukune yelled out in unison. "What is he doing here!?" Kurumu asked, she looked like she was about to faint.

"Relax, I ran into him on the street, and asked if he could keep an eye on her real quick before he goes out and...well you know, un-alives a bunch of people." Ben turned to Robbie and smiled, " _Thanks Robbie._ " Robbie nodded and ran out the door like he was sick. A few moments later the teens hear a loud screaming followed by screeches of passer by and a loud car engine. Ben just stood in the center of the room with a goofy smile, "See, everything's fine." this time, Kurumu actually did faint.

oOoOoOoOoOoOoOoOo

Sometime in the middle of the night Ruby woke up from her slumber with a jump. Looking around the strang room she was in, she couldn't see or hear anything other than some quiet music. _"I don't ever want to feel/Like I did that day/Take me to the place I love/Take me all the way..."_

Soon she saw a figure turn on a lamp with a yawn and look at her. "Oh, you're up. Hey, I'm just gonna reapply the webbing around your arms is that okay?"

"What?" Ruby looked down to see that her hands were stuck together and applied against her stomach. "You're a spider monster?" She asked. the man moved closer and she could see that it was the one who had beaten her on the rooftop, "Oh...the Meta." she said with a growl.

"Yeah, yeah, the Meta. Now hold still." Ben reapplied the webbing like he said and walked into the kitchen, "You want some water?" no response, "I'll get you some water." Ben filled up two glasses of water and walked back to Ruby and sat down in front of her, "Here, drink." he said as he put a glass in front of her mouth. She didn't move, she just stared at him. He sighed and put the glass down and drank from his in a few gulps. Soon the others came out to where the two were and looked at Ruby with concern. Ruby didn't know what to say, she just looked at all of them confused, especially when Yukari seemed to be "friends" with them.

"Are you okay Ruby?" Yukari asked, "You were hit pretty hard, so take it easy."

Ruby growled when she looked at them, "Where am I? Who are all of you?"

Tsukune smiled and was the first to start, "Hey, I'm Tsukune Aono. I'm a human and we're all here on a school trip. We've been staying at this cheap motel for the last few days now."

"I'm Ben Reilly, and I'm the guy that kicked your cute butt." Ben said pointing his thumb at himself. He recieved a shoulder to his gut by Yukari, but didn't apologize, "See, my friends here want me to apologize for hurting you so bad, especially Tsukune, but I said 'Fuck that' because: A) you tried to kill me, B) you tried to take my friend away, and C) you tried to kill my best friend in a fit of rage." the witch growled at Ben in annoyance.

"I don't understand, Meta or not, humans are humans, you could not have defeated me so easily." Ruby complained.

"Ah, then I guess I shouldn't tell you that I was holding back." Ben replied making the witch growl more. Tsukune jumped in front of Ben to shut him up.

"Though he hurt you, he had good reason, and if it's any consolation, we asked him not to." Tsukune smiled nervously at the witch, and though they couldn't tell, she had a slight blush. Tsukune cleared his throat before continuing, "Anyways, between us, we are: human." he said pointing to himself.

"Witch." Yukari said with a smile.

"Monster." Kurumu and Moka said in unison.

"Mayor of Salem Massachusetts." Ben said snarkly gaining a growl from Ruby and an elbow from Yukari, "What?"

"Insensitive." Yukari whispered.

Outside the room, the bus driver and Ms. Nekonome sat and listened in on the whole exchange. Well, the bus driver was, Nekonome is face deep in fish. The Bus Driver takes a long puff from his cigar, "So, if things go south are you gonna get some reinforcements? Or, are you going to let this work itself out?"

Nekonome's ears perked up as she was eating, "Reinforcements?"

That night Ben didn't do his vigilante work. Ghost Rider could handle that. No, he decided to stay back and watch over Ruby. "Quit looking at me." Ruby said sternly.

"Oh I'm sorry, you tried to kill me and my friends, so sorry if I'm a little apprehensive." Ben responded as he worked on a Web Shooter.

Ruby looked on in curiosity, "So, you can't shoot actual webbing, but instead rely on cheap gimmicks?"

"Hey, this 'gimmick' is strong enough to hold down a Yoko. Besides, it takes more than just webbing to fight off an enemy. That's why I'm still alive." Ben replied waving the disassembled Web Shooter, "Besides, what's a spider without his webbing?" Ben went back into his Web Shooter and Ruby shifted uncomfortably as she saw Ben place a blade at the top of the gauntlet.

"W-What's that?" Ruby asked with a gulp.

"Relax, it's more of a last resort. It's a blade that is laced in a special chemical that can put someone a little stronger than me in paralysis. I made it to counter act against my brother's natural 'stingers', except he doesn't mind if people die. I try not to kill people though."

Ruby hummed in understanding. "You have a family then." she mentioned quietly.

"No, not really." Ben responded surprising the witch that he heard her, "As said, I'm a clone. My template, the Amazing Spider-Man, has an aunt...but that's it. He had a few friends at school, but he's been on a secret mission lately. My other brother, Kaine...I don't know where he is or what he is doing, and frankly I don't care. As for me, I was homeless and now go to a school for monsters who I've officially seen more of than my brother. So, no, I don't have much of a family right now."

oOoOoOoOoOoOoOoOoOo

The next morning, Ruby's day started off surreal. Tsukune was being generous, too generous, by offering her breakfast, "Ruby, breakfast." Tsukune called out, "Wow, you really have a lot more color in your cheeks this morning. I guess witches really do have incredible healing powers!" Ruby only stared intently at Tsukune.

"There's nothing monsterish about him at all." she mumbled.

"Huh, you say something?" Tsukune asked.

"Uh...where is your spider friend?" Ruby asked.

Tsukune was about to answer, but stopped when Yukari and Ben walked through the door with various bags in hand. "I'm back!" Yukari shouted, "And, I have drinks! Ben gave me money and I went to this place called a 'convenience store' all by myself." she stated proudly. She also had a different appearance as she didn't wear her cape or hat.

"And I got a PS4!" Ben yelled in excitement, "Finally, no more boring dorm room nights." he said as he sensually rubbed the box to the machine. "Tsukune, when we get back to school it's gonna be you, and me beating your bitch ass all night long in Street Fighter V. Watch out, I am a master with Chun-Li."

"He also bought anime figurines." Yukari said with a sigh.

"Hey, it's expensive to import RWBY figurines. I'm paying like 20 dollars less." Ben defended, "Also, Japan is like the only place where you could buy a nude figurine and NOT be given weird looks."

"No, you still do, you're just too dumb to notice." Yukari mumbled.

After hearing the commotion, Moka and Kurumu came walking into the room with empty plates, presumably after just eating breakfast. "Hey Yukari!" Kurumu called out, "Where did you go?"

"I went to the store all by myself!" Yukari said again, stars practically glistening in her eyes.

Moka and Kurumu stared at her with shocked expressions, "That's amazing!" Moka said, clasping her hands together with a smile on her face, "And to think, how scared you were of the human world before. Oh, I'm so proud of you!" she said as she pulled the witch into a hug.

"Here. Drinks for all of you!" Yukari said proudly as she passed drinks out to everybody. "You know, I was about to give up hope...I thought humans and witches could never understand each other." she looked at Ben, hugging his Playstation, and at Tsukune with a warm smile, "But...it is possible. As long as you do the right thing." she then gave Tsukune a hug, surprising the human, "And it's all thanks to Tsukune!"

Ben snapped out of his stupor of owning a PS4 at hearing that. _Seriously? Jipped twice from Tsukune? I actually did nearly everything this time!_ Yukari saw Ben's upset expression and laughed, "I'm only kidding Ben. Of course I'll thank you too!" Yukari then latched herself to Ben causing him to gasp in surprise.

"Awe, you do care!" he said as he returned the hug.

"You're living in a dream...just deluding yourselves..." Ruby said with a grim expression. The others looked at her confused by what she meant, "I will not fall for this! I know how rotten and terrible humans are!" Ruby leapt from her bed and lunged towards Tsukune, who Yukari was again hugging, her hand cocked back to strike. "I'll never trust them! Never! I'll rip off that mask and reveal who you really are!" Tsukune just stood still, unmoving, despite the warnings from his friends. Falling back slightly trying to avoid being struck by the witch, Tsukune held out his hand and presented Ruby with a canned drink. A lemonade based on the picture. Ben smirked when he saw Ruby had stopped mere inches from Tsukune's neck. _Always seeing the good in people. Guy reminds me of Parker._ Ben thought.

"Ruby," Tsukune started, "I heard your knoll was going to be razed for development. I'm sorry, no wonder you hate humans." Tsukune said with an apologetic face, "Look, I know an apology wont change what they are doing to your home, but..." Tsukune sighed trying to find the words, "As a human I feel kinda responsible. Can I help?"

Ruby stared at the teen, shocked at what he asked. Her expression then turned into a face of anger and scorn as she slapped the canned drink out of the boy's hand, not noticing Ben catching it quickly with a web strand. "Sh-Shut up!" she shouted, "It doesn't matter now anyways. There is nothing you can do. After that stunt by the meta human, and the military force cleaning up it's mess, the humans have incurred m'lady's wrath! She will mete out punishment for them...by turning their city into a sea of flames!" _M'lady?_ Ben thought, _She sounds like she means buisness. We may have to fight fire with fire._

oOoOoOoOoOoOoOoOoOo

 **Meanwhile...**

A lone crow flies its way to the sunflower field that is 'Witch's Knoll' arriving to report the whereabouts of Ruby to her master. The crow 'cawed' a few times as it stood on Ruby's master, Oyakata's arm. "Ruby, defeated and captured by the enemy? Why does this happen now!? Behold!" she said to the crow as she pointed to the dirt and slimy, green monster like hands began to crawl out of the dirt. "With the blessings of water and sunlight, my army grows unceasingly! And Ruby, is destined to be the general of my blossoming army. What else have I trained you for, my daughter?" Oyakata looked up from the dirt looking seemingly nowhere, "I will not lose you now. As long as you have life Ruby, you must return to me."

oOoOoOoOoOoOoOoOoOo

 **Back at the Motel: Night Time...**

Ruby sat awake while everyone else was asleep. She continued staring at the lemonade that Tsukune had given her earlier that day. After she explained her master's intentions, Ben seemed to leave her alone. He didn't watch over her, he quit asking questions, nothing. Still looking at the drink, Ruby thought of what Tsukune said and ended up holding the can close to her face with a blush and a slight smile. "What's wrong Ruby, can't sleep?" a sudden voice asked causing Ruby to yelp in surprise and drop the can.

Turning quickly she saw the voice belonged to her fellow witch, Yukari, "Oh, Yukari..." Yukari smiled at the older witch, "Could...could we talk?" Ruby asked, to wich Yukari nodded. The two made it out the door, but the yelp Ruby had earlier caused Tsukune to wake up who, in turn, gave a light yelp himself when he found Kurumu glued to his body.

Ruby and Yukari walked out into the hall next to an open window, here, Ruby began to tell her life story, and why she resented humans. Unknown to the both of them, Ben was listening in from the wall outside the window. "We were just going out shopping. It had gotten late so we decided to get something to eat as well. By the time we were done it was dark. I remember liking the city lights that day. But as quickly as the joy came to me, sorrow quickly took over when a human slammed his car into us. Come to find out he had been drinking. I don't think he even showed any emotion when it happened." Ruby thought back to the day, tears streaming down her face as she remembered the incident, "My father and mother were all I had. And some human comes and took that away from me." Ben listened to Ruby's story intently trying to understand why she hated humans so much. And immediately he found out why. _We are vastly flawed. We find something we like and we either take it or abuse it. We find something we don't like, we destroy it. In the end she hates the humans over what one man did, but what that man did, happens more often than I would like to admit._ "My only comfort growing up was cursing humans. I cursed their city. I cursed their culture. And I cursed their whole civilization." Tsukune and the others had also been listening intently from behind a wall.

"Ruby..." Yukari said. She couldn't find words to express how empathetic she was.

"You're lucky Yukari." Ruby said catching Yukari off guard, "You have friends like Tsukune and the others. I...envy you a little. I wish I had met all of you sooner." she said turning to face the young witch with tears welled up in her eyes.

Ruby turned and rushed out of the motel, knocking down Tsukune in the process. She didn't turn back, not even when Yukari called out for her. Outside she began to move further and further away from the motel, "But...it's too late for me to change." she said to herself. A crow came down with Ruby's staff and handed it to her.

" _Found you Ruby. Come to get you Ruby. Brought your wand Ruby. Lady's angry Ruby._ " the crow said to her.

Rushing out of the motel, both Yukari and Tsukune searched for Ruby, "Ruby!" Yukari shouted.

"Ruby, where are you!" shouted Tsukune. Tsukune then stopped as he saw something in the sky looking at them, "Yukari, look!" she did so and both saw Ruby with her wings on looking down at them before turning and begining to fly away.

"Goodbye." Ruby said quietly as she left.

At the edge of the rooftop, Ben took aim at the flying Ruby, " _One shot, one kill._ " he said before firing a Micro Tracer and attaching it to Ruby's boot mid flight. " _Yeah!_ " Ben yelled out giving a victory fist pump as he did so.

oOoOoOoOoOoOoOoOo

Back in the room, everyone sat in a circle as they try to comprehend what happened. "Ruby..." Yukari said sadly, "I never thought she'd leave so suddenly. I thought that maybe, we could become friends." the others had sad expressions plastered across their face, while Ben hummed in response.

"Heh, so you're just gonna leave it like this, huh?" the students all turn to the new voice and see the Bus Driver standing in the doorway with his cigar in hand, "The rift between witches and humans is deeper thsn you think..."

"Wait, the Bus Driver!?" Tsukune blurted out.

Ben stepped forward with a serious expression, "What're you talking about old man?"

"I'm just saying, what if her 'Lady' was ready to make a move?" the Driver asked causing the others to gasp at the thought. _I had that idea myself._ Ben thought with a frown. "You know--the one who wants the city to burn in a sea of flames. Didn't the girl just say it was too late to change?" the teens gained a fearful expression at what the Bus Driver was implying. "What are you going to do boys? What if you are the only humans that know what the witches are planning? Are you gonna stop it, or are you going to lay back and whimper?"

"We're gonna get help." Ben mentioned, "The Ghost Rider is here for a reason, and I don't think it's to mess with the Yakuza. No, I think he's here to take her on."

"What makes you so sure?" Kurumu asked. The Bus Driver smiled at Ben's realization.

"The Ghost Rider will destroy the nastiest of souls first, and what's more nasty than a woman who had been confirmed to kill at least 18 people and wants to destroy a whole human city?" Ben reasoned.

The Driver took a long puff of his cigar and blew the smoke out of his nose, "Well kid, some higher being must be on your side. Because that is almost certainly why he's here. And I don't mean just Japan either." the Driver gestured to the doorway where Robbie walked though with a serious expression on his face.

The young latino walked up to Ben where their gaze met, thankfully this time it was under different circumstances. Ben noticed that Robbie had one blue eye and one green eye, an interesting feature that, for some reason, made the guy seem more human. " _Is she gone?_ " Robbie asked Ben, clearly talking about Ruby. Ben nodded his head, " _Then we have no time to lose. We have to follow her._ "

"What did he ask Ben?" Tsukune asked.

"We're going after Ruby." Ben replied.

"Then that's it then," the girls looked at Tsukune who seemed to have a look of determination on his face, "we know where she's going. We've gotta stop her." the others gasped in surprise at the human, "I understand why Ruby hates humans...but we can't let her make a horrible mistake. Killing humans won't solve anything, and neither will getting killed by humans." Ben grimaced at Tsukune said, _Though not killing either of then is preferable, I can't control how deadly the Rider will be against these guys._ Ben thought. "We've gotta go back, to the sunflower fields on 'Witch's Knoll'."

"Yeah but..." Kurumu started, unsure of Tsukune's idea, "the knoll is so big. How will we find her?"

"Easy, we follow my tracer." Ben replied with a smile, "What? Did you think I'd let her go without saying goodbye?"

" _It sounds like your friends are in agreement._ " Robbie said.

Ben clapped his hands together and began to rub them with a smile plastered on his face, "I think it's time for us to suit up!" the others seemed to light up with determined faces too as they all got dressed to face the harsh roads ahead.

 **Preparation Montage Music Que: Can't Stop--Red Hot Chili Peppers**

Now already outside the motel smoking his cigar, the Bus Driver had a devilish grin, "Not bad kid, you got yourself a Meta and a Pseudo-Ghost Rider on your team."

Everyone, now dressed up, walked to Robbie's car with looks of determination. Tsukune wore a button up shirt and his cargo pants, while the others wore what they were wearing the first day they were there. Ben, of course, was wearing his Scarlet Spider outfit, albeit with slight singe marks on the sweatshirt and a few burn holes in the mask. Ben looked back at his friends and realized something was a little off, "Woah, woah, woah, hold on. Hold on." Ben stopped his Yokai friends and cocked his lense, "What the fuck is wrong with us?" he asked.

The teens looked at each other and didn't notice anything wrong, "What?" Kurumu asked, "Is it going to be cold? Should we grab jackets?" Yukari could only pinch the bridge of her nose after hearing such a ridiculous response from the succubus.

"No!" Ben shouted, "We have a God damned tank," he shouted pointing at Moka, "and we're going in with Handcannons!"

"What?" Tsukune asked in confusion.

"Oh for-- Are we really this stupid?" Ben asked, no response. Sighing, Ben walked over to Moka and removed her Rosary and waved it in Tsukune's face as if to prove a point.

"Oh." was all the human could say.

"Yeah, 'oh'." Ben mocked.

"Wait, how long have been able to do that?" Tsukune asked not realizing that Ben could also remove the rosary.

"Oh, I found out after we beat Kuyo." Ben's Spider Sense went off, but he didn't know why. He then turned around just in time to be backhanded by 'Inner' Moka, " _AGH! Ow! Why?!_ "

"That's for assumuing women are inferior." Moka replied getting revenge for his sexist remark against Ruby the other day.

"Ugh, let's just go." Scarlet replied as he walked to the front passenger seat.

" _What are you doing?_ " Moka asked.

" _I'm navigator, so I get shotgun._ " Scarlet replied.

" _No no. I outrank you, get in the back._ " Moka replied pointing to the full backseat where Scarlet would have to sit on someones lap.

" _No, not gonna happen. American car, American rules. Navigator gets shotgun._ " Ben argued.

Robbie groaned at the two, " _Will you please just get in the damn car? Whole world is at stake, are you really going to fight for superiority now?_ " thus a compromise was created. Ben sits in the seat and Moka sits on his lap. How this came about, even I don't know.

" _I don't like the idea of riding in the same car as a Spirit of Vengeance._ " Moka said with a slight growl.

" _I'm not a Spirit of Vengeance._ " Robbie replied, shocking Scarlet and Moka, " _I was killed for using this car. Turns out, the car was haunted by my uncle Eli. I didn't know him, so I didn't know the car. Well, turns out he was a Satanist serial killer that killed 37 people in the late nineties._ "

" _Sounds like a swell guy._ " Scarlet said only to gain an elbow to his gut by Moka.

" _His spirit possessed me,_ " Robbie continued, " _gave me these powers. Before he wanted revenge. Then he just wanted to kill. Now, we are at an agreement, we only kill those with impure souls._ "

" _But if you aren't a Spirit of Vengeance, how come you can use the Penance Stare?_ " Moka asked.

" _Just an ability we picked up._ "

Ben relaxed a bit and put his left arm on a rest, " _Well, at least I know now...you are way scarier than Blaze!_ " Scarlet joked. Moka stared at him, her expression getting angrier and angrier by the second. " _What?_ "

" _If you know what's good for you, you'll take your damn hand off my leg._ " Moka replied sternly causing Scarlet to jerk his hand away. " _Good._ "

oOoOoOoOoOoOoOoOo

 **At Witch's Knoll...**

Ruby landed back at the knoll to meet her master who was waiting for her, "I've come home...M'lady." she greeted. Oyakata didn't say anything making the silence more and more damning. She rubbed her arm uneasily and clutched to the lemonade can tighter, her only momento from her 'captors'.

"Ruby." Oyakata started, finally aleving the silence, though quite bitterly, "Is it true what the crows are saying?" Ruby didn't like the tone of her masters voice, it was commanding. She was angry beyond all reason. Oyakata used a vine and quickly snatched the can Ruby was fiddling with, "That you were defeated by a mere human?!"

"Well, no, ma'am in my defense he was a Meta and he-"

"SILENCE!" Oyakata boomed. Oyakata looked at the lemonade can with disgust, "Even worse, you let them nurse you back to health!" she yelled crushing the can with little effort of the vine. "What a disgrace to witches you are. Do your parents deaths mean nothing to you?! Do you care nothing for your people?!" Oyakata continued to yell as her vines began to inch their way towards Ruby, "You are a disgrace to all witches...it seems I must re-educate you!" she yelled out as she wrapped her vines around Ruby's neck and torso and began to squeeze.

Ruby struggled to break free, "Nnnnnh, it hurts..." she was begining to lose air. Suddenly, Oyakata stopped when she heard a loud engine nearing them.

oOoOoOoOoOoOoOoOoOo

 **In the Charger...**

" _Just try to relax Robbie._ " Scarlet said trying to calm down their ally who was begining to smoke while driving.

" _Yes, just picture a cold pitcher of water being doused on your head. Or you, NOT burning us in your death trap._ " Moka...tried, to calm him down. The closer they got to Oyakata, the harder it became for Robbie to fight off the transformation. His skin began peeling away and flames began to come out from the undercarriage of the car. The teens in the back could feel the heat and did everything they could to stay cool. Scarlet even rolled down his window trying to gett fresh air, though it was difficult since Moka was trying to do the same. The road got extremely bumpy and vision was practically lost in the flowers. Hell, Tsukune looked like he was going to throw up.

For some reason Ben's Spider Sense kept blaring, at first he thought it was from Robbie, but then he got a good look at what was ahead of him, " _Oh crap._ "

" _What?_ " Moka asked not seeing what he saw.

Ben then wrapped his arms around Moka's waist and locked his hands, " _Them Duke boys better learn to fly...or start flapping their arms._ " he said with a country accent and nervous chuckle.

Moka scowled at him and tried to unlock his hands, " _Nobody here understands you American pop-culture referenc-EEESSSSS!!!_ " Moka quickly began yelling, as did everyone else when they jumped off a large hill and ended up in the air. Below them they could see Ruby and who was presumably Oyakata. The car landed with a hard thud and power slid across the dirt to a stop a couple dozen feet behind the witches.

" _Get_ _o **ut..."**_ Robbie said, his voice now changing into the more hellish Ghost Rider voice, **_"Now!"_** Moka didn't wait for Scarlet to open the door, she just slid out the window, followed by him. The other monster teens then followed suit, with Tsukune stumbling as he got out, but quickly caught himself and stood at the front of the group.

"That was definitely the scariest ride ever," Kurumu mentioned.

"I hope by scariest you mean AWESOME!" Scarlet shouted with a fist pump.

" _Hm, I always suspected you'd be an adrenaline junkie._ " Moka mentioned, " _Oh and Ben,_ "

" _Scarlet Spider._ " he corrected.

" _I don't care._ " she then grabed Ben by his jaw and pulled him towards her, " _If you ever touch me like that without permission first again...I'll make sure you get more than a backhand._ _Understood?_ " Ben nodded and she let him go prompting him to soothe his sore jaw. _Jeez, a thank you would have been nice. But no, a threat. Figures._ Scarlet thought.

Oyakata looked at Scarlet and frowned, "So, you must be the one that defeated my apprentice."

Scarlet snorted trying to contain laughter. Moka only elbowed his side to get him to stop. _Emperor Palpatine looking ass._

"What brings you to my Knoll? Come to join us perhaps?" Oyakata said as her strong aura swept through the teens making them hold their ground. Even Moka could admit it was a powerful witch they were dealing with. "Come young witch," Oyakata called out, "Join us. We are far superior to the humans. And we shall prove it by killing them all. Yukari quickly clung to Tsukune for support and Ben gulped, "I see...how dissapointing." Oyakata pulled out what looked like a magical tome and lifted her hand, "Then you all must die!"

 ** _"RAAAAAAAAGGGGHHHHHH!!!"_** there was a large explosion of fire behind the teens as Robbie finally transformed into the Ghost Rider. A giant plant monster jumped out of the ground and tried to eat Tsukune, but the Rider easily destroyed it with his bladed chain. **_"You are going to die by my hands Oyakata! Then...then I'm taking that_** ** _flower!"_**

" _Dude, she can't understand you!_ " Scarlet shouted out as he avoided another plant monster and crushed it with his foot.

"Fool, I'm an all powerfull witch, I can understand all languages with a simple spell." she explained.

" _Oh...Neat._ "

"Ben, don't fight back!" Tsukune shouted out, "We can resolve this without violence!"

"You're gonna have to tell that to Skeletor over here dude, I can't do anything about him." Tsukune gave a pleading look making Scarlet groan, "Oh fine! And it's Scarlet Spider!" Scarlet then webbed Ghost Rider to the ground, " _Just let him try his thing, then the second it goes south you do your scary scary, murder murder schtick okay?_ " The Rider didn't like it, but he nodded anyways. Soon more plants, or Hanabake as they are called, began to sprout from the ground and surround the students.

 ** _"Your friend has three minutes."_** Ghost Rider mentioned to Ben.

" _Noted._ " Scarlet replied.

"Moka stay back!" Tsukune yelled out, noticing the vampire becoming aggressive. She scoffed in annoyance and stepped back. "Please, just let us speak, I'm sure you- WOAH!" Kurumu tackled Tsukune back as a hanabake lunged to eat him. Kurumu got into a fighting stance and was about to transform when Tsukune grabbed her arm, "No! Kurumu, don't fight back!" Tsukune got back on his feet and dusted off his shirt, "Wait please, we came to talk to you!" Tsukune pleaded to Oyakata, "We want to protect this knoll too! But we need a plan...There has to be a way to save it without violence!" silence. Everything was silent, no wind, no talking, not even a cricket.

Oyakata then broke the silence by snickering and flicking her finger. Doing so she was able to command the hanabake to attack, and at lightning speeds, the plant then whipped its vine tail and smacked Tsukune across his face. " _Oh, Hanabake used vine whip._ " Scarlet joked.

 ** _"It's a critical hit."_** Ghost Rider finished, much to Ben's surprise. _Yeah, this guy is way cooler than Blaze._ Scarlet thought.

Oyakata made a single movement and in that moment the air was at the mercy of her aura as it condensed it like nothing, "You think you can weasel out of this?!" she boomed waving her tome, "Pathetic creature. You're better off dead!"

"Tsukune!" Yukari shouted as her and Kurumu rushed over to him.

"Tch." Moka scoffed.

"Tsukune, I think negotiations have broken down." Scarlet mentioned as he got in a fighting stance.

"Ben, don't you dare attack!" Tsukune shouted in anger as he wiped the blood from his chin, "Oyakata...Ruby is still in pain. Look at her! This hatred of humans burning inside her..." Tsukune looked at Ruby with a pleading expression, "It's only going to keep her wounds from healing! Please, if we could stop fighting cast out the hate in our hearts." Moka looked down in dissapointment, she knew they wouldn't agree, but as sad as it is, at least Tsukune's speach rings true.

Ruby's eyed widened by what Tsukune said, never had she met a human so considerate. Oyakata's expression, however, hardened to a deep scowl, "Don't make me laugh. Human stupidity and cowardice! We will only make peace with you trash...when you are all in your graves!!!" the hanabake lunged at Tsukune again, to close for anyone to react, "Die!!"

Tsukune awaited death, but it didn't come. No, instead the plant was sliced in two by a feather from Ruby's body. Oyakata looked on in horror as her pupil, the child she practically raised, turn on her, for a human. _I knew she had it in her._ Ben thought with a smile. "St-Stop! Please...don't hurt them!" Ruby shouted. Everyone looked on in surprise, even Moka wasn't expecting this turn of events. "My lady please... Is it really too late? Is war the only way left for us?" she turned to her master, tears streaming down her face, "I...I want to believe Tsukune and the others."

"Ruby!" the teens said in unison, overjoyed the witch had turned.

"Ruby..." Oyakata echoed. A woman with a stone expression and stone emotion, looked at her pupil and began to show cracks in the armor. A single tear rolling down her face. Scarlet smiled under his mask when his head began to throb, _Spider Sense. What-_

"Ruby look out!" Scarlet called, but it was too late as a vine that protruded from Oyakata's hand stabbed her through her back and exited just above her left breast. The others stared in horror at what happened. Scarlet clenched his fists in anger. The Rider followed his example by breaking out of the webs, and Moka got in a fighting stance herself. "Tsukune, it's like I said before: negotiations have broken down. Time we do this the old fashioned way."

 ** _To be continued--_**

 **A/N: Whew! This chapter took a bit. I almost made it longer, but then I was like, "Naw, it should be two parts." so that's what I'm doing. Stay tuned for ending of the The Human World arc, where everything will tie up in a nice neat little bow. Thank you for the continued support. Side Note: FLCL Progressive just started and I am pumped!**


	13. Save The Day

**Autistic-Grizzly: What was harsh? Doctor Strange is a busy man. And thanks!**

 **ZILLAFAN: Yeah, but Ghost Rider is practically a monster hunter, that at one point was an angel (save for Robbie).**

 **CRUDEN: I know, but Robbie's powers seem more hellish. I mean, Spires that drag victims to hell, that's terrifying.**

 **Diabetes4Dinner: Any super hero that gets their power by radiation IMO.**

 **The Big Pickle: Johnny Blaze.**

oOoOoOoOoOoOoOoOo

 **Save The Day**

"Ruby..." Oyakata mumbled. Her pupil, the young witch she watched grow into the woman that she is, the woman who was practically her daughter, had betrayed everything they had faught for. Betrayed it for a human. Oyakata, a woman with a stone expression and stone emotion, looked at her pupil and began to show cracks in the armor. A single tear rolling down her face. Ben Reilly, the Scarlet Spider, smiled under his mask at the change of heart from the witch. Strangely, he lost his smile when his head began to throb, _Spider Sense. What-_

"Ruby look out!" Scarlet called, but it was too late as a vine that protruded from Oyakata's hand stabbed Ruby through her back and exited just above her left breast. The others stared in horror at what happened. Scarlet clenched his fists in anger. The Rider, formally cased in webbing, followed his example by breaking out of the webs, and Moka got in a fighting stance herself. "Tsukune, it's like I said before: negotiations have broken down. Time we do this the old fashioned way." pounding his fists together Scarlet prepared for the next step in saving the city, potentially the country or even the world!

Oyakata growled in anger at her once pupil, "You **dare** betray me to side with the humans?! Not only that, but you speak of peace with our eternal enemies!" Oyakata held up her mystical tome and the entire sunflower field began to quake. "You shall face their fate then! You too shall die with the humans and their pathetic city!"

The sunflowers in the field began to shake and wither much to the confusion of Tsukune, "Wh-What's going on? The sunflowers are withering! Just what the hell is out there?"

Oyakata began to laugh maniacally as all the flowers began to wither away and sprout more hanabake plants, "Arise my army of plants!" she shouted as the plants began to surround her in massive numbers, "Devour the humans! Don't leave any bones! And start...with that one." she said as she pointed at Tsukune.

"Oh shit..."

" _Well, I assume we all have green thumbs here amiright?_ " Scarlet asked, his voice a little shaky.

" _Mm, yes, pruning of the weeds was always the best part of gardening._ " Moka said, playing along with the joke.

 ** _"Hm, the only weed in LA is the kind you light."_** Ghost Rider continued.

" _Oh yeah, pot is legal in Cali huh?_ " Scarlet said with a chuckle.

 ** _"...And?"_**

Oyakata kept chuckling evily as her plants continued to surround her, "The time has come for you to reap your harvest. With the power you draw from nature and magic in a single night you shall turn the city of humans into a city of fire!"

Tsukune gripped Ruby's body tightly, "How can we stop them?"

"Now, to weed our garden..." Oyakata held her tome high for all to see.

"NO!" she was stopped and interrupted by Ruby who, even though had a hole in her chest, still found the will to speak. _Wow, guess you can't keep a good witch down._ Scarlet thought. "My lady...please _*cough*_ please, dampen your ire!" blood dripping from her mouth and tears flowing down her face Ruby continued, "Now that I know Tsukune and his friends, I've come around. Humans and witches can coexist! Even the meta isn't so bad...once you get passed his personality. But...if you attack their city, how could that ever come to pass? We can't do this!"

"Also, as a side note, it may be good to add that if you attack a human city, you would effectively reveal monster kind to the mainstream world which would either emit SHIELD to hunt you and your kind down, or just say 'fuck it' and have a World War 3." Scarlet added, though it didn't seem the witch would listen.

Oyakata frowned with displeasure, "Ruby...what's happened to you? How could you forget your debt to me? I raised you as my own child! You would throw that away..." Oyakata's tome began to glow, "throw it away for humans?! Humans!!" pointing her hand forward she commanded her plants to begin their assault, "YOU INGRATE!!" dozens of the monsters charged forward at the group. Scarlet used his Impact Webbing to get a chunk of them to stop dead in their tracks, while Ghost Rider used his Hell Chain to hit those that were down, while Moka took care of the ones that got too close to their trio. The ones that managed to get passed Rider and Scarlet were slashed down by Kurumu who extended her nails for the fight. Five of the vermin were taken down in one fell swoop. "What?" Oyakata asked in disbelief, "This magical energy...don't tell me she's...She can't be!"

"K-Kurumu!" Tsukune called out.

"I know, I know. We shouldn't fight. But dammit, I am not sitting out twice on this trip! I can help to you know!" to prove her point Kurumu released her wings, breaking the back of her shirt, "I am not about to let anyone raise a hand against you Tsukune!" she shouted with a battle cry as she took out ten more hanabake in quick succession.

"But...she's a monster! Why would a monster want to help a human!" Oyakata shouted, still in disbelief. Kurumu ignored the hag and continued to slice down the plants. A group tried to attack her at once, but they were foiled when a large web cocoon started to tie then up. Kurumu grinned and with one slash she was able to decapitate all of the plants.

"Thanks Ben!" Kurumu said with a smile.

"It's Scar- Oh, never mind." Ben replied with a sigh and a thumbs up. _Spider Sense!_ Turning quickly Ben grabbed a vine that was about to strike Moka in the back of the head and yanked it to bring the beast towards him. The hanabake opened it's mouth to eat Ben, but, using his free hand, Ben punched the mouth closed and slammed it to the ground in front of Moka.

" _A present, for me?_ " Moka asked as she crushed the plants head with her heel, " _Oh...you really shouldn't have. I thought you could take care of yourself Ben, what happened?_ " she criticized.

" _I can, but you were so adamant on saying how much better you were than me, that I figure you'd put your metaphorical money where your literal mouth is._ " Ben retorted as he one punched a plant.

 ** _"I always enjoyed listening to couples bicker. Makes my neighborhood seem more neighborhoodly...well, until it turns to one of them pulling out a gun."_**

" _We aren't a couple!_ " Ben and Moka shouted in unison as they crushed another plant with their fists and feet respectively. " _And, Christ man, what part of LA you livin' in?_ " Ben asked as he dodged a plant and suplexed it.

 ** _"Well, you know Franklin's neighborhood at the begining of GTA V? Yeah, it looks a little bit like that."_** Ghost Rider said as he ripped a plant in half.

" _LA sounds fun._ " Moka replied as she kicked a group of plants away. " _Damn dandelions are relentless!"_

Kurumu continued to fend off hanabake on her own until they became relentless. Slashing and tearing at every last one that came in close proximity of her. Unfortunately, she began to get overrun, the plants would get a few slashes on her and tear her clothing, and she likely would have been chomped by one of the bigger ones had Yukari not assisted with her tarot cards. "Yukari?" Kurumu asked in confusion.

"Don't worry, I'm here to assist you!" Yukari said reassuringly.

Both landed and were back to back with each other. Yukari, fresh for battle and Kurumu, with some blood trickling down her lips with her shirt torn exposing bits of her laced bra. "You're too young to fight here, you'll get hurt!" Kurumu warned.

"Oh please, as if you could handle something that I couldn't." Yukari taunted, "Besides...I-I promised to have your guys's backs." she said with pride. Kurumu understanding what she meant nodded her head.

"Right. Well, we were better together anyways." Kurumu said with a smile. Now surrounded by plants the two defended against as many as they could. The two began to get overwhelmed as slight fatigue kicked in for Kurumu and Yukari just didn't have enough cards to tear through so many.

"He's going up top!" the two hear, looking up they see Ben bringing a hanabake down and dunking him on a group of it's siblings, " _BOOM SHAKALAKA!_ I saw you ladies needed help, Scarlet Spider is on the case." he said pointing his thumb to himself. Now with the extra hands they were able to take the plants down quickly to the point where they stood on a mountain of remains.

"How's _*huff*_ that, huh?" Kurumu asked, slightly winded, "Might as well give up now, hag. You can't beat us." she said with a cocky tone.

"Careful Kurumu, you're getting to be what you eat." Ben mentioned.

"What?"

"Cocky." Scarlet snickered.

"Oh, shut up." Kurumu scowled.

"I'm sorry I couldn't resist, it was too hard."

Yukari snorted at Ben's joke.

Oyakata stared out as she saw her beauties be destroyed by these vile cretin. "In all my years, I never expected monsters to help the humans." she said through her teeth. She looked down down at her tome distraught, "So it seems...that none of you knows an inkling of the truth!" a bright light shone from Oyakata's book and began to encompass the teens. She chanted some mystical words and the light shone brighter, "It seems I'll have to teach you. I'll have to show you the truth about this knoll. Show you the truth about the humans." The light soon became the only thing the teens could see, a light so bright, Moka even felt a slight pain from it. Soon the teens found themselves out of the fields and in an open area surrounded with garbage. Broken bottles, chests, dressers. Hell, even doors and sinks were found all around them. "Do you know what this mountain of trash is?" Oyakata asked.

"Your waifu garden?" Ben replied before shortly dodging a bottle that Moka threw at him.

 ** _"Hm, a mountain of trash. Looks like we're in Cleveland."_**

" _Why the hate on Cleveland?_ " Ben asked.

 ** _"Because they're playing the Warriors in the finals for the fourth year. And they're trash. How many players do you know on Clevland that isn't Lebron_** ** _James?"_**

" _Kevin Love, Tristan Thompson..._ "

 ** _"Quit looking at Google."_**

"SILENCE!" Oyakata commanded forcing all the teens to face her. "If you couldn't figure it out, this is the 'Public Facility' the humans plan to build on my knoll! Just look around you," the teens gasped in surprise at the horrible sight, that people would want to destroy such a beautiful field for...this heap. "These humans would turn 'Witch's Knoll' into a garbage dump!" everyone let the information sink in, they didn't interrupt her as she told the horrible truth.

" _This looks pretty bad for us._ " Ben whispered. Moka scoffed in response.

" _It's an illusion Ben._ " Scarlet cocked a lense in confusion, sure he knew it was an illusion, but what did that have to do with anything? " _No matter how powerful a witch, looking into the future is a very fickle thing._ " Ben's eyes widened in realization. _There is still time to change this. We can stop her AND save the knoll._

"Since that city was just a tiny village, this garden has been my home!" Oyakata continued, "At one time, humans lived throughout this land and didn't have the power nor the courage to trouble us." Oyakata's expression turned from one of anger, to one of sorrow, "But their numbers continued to grow and it was through that growth that they learned to hate. They drove us from our homes. Separated us from our families. Even worse, they would burn those who didn't comply. Eventually we became wanderers, and this knoll became the only safe haven for us. A place where witches could live in peace...at least, only those of us that survived." her sorrow turned into grit as she grinded her teeth, "Now they even come for this! They cut down the forests! The slaughter the animals! And the only thing they leave is garbage!" It was then that the Bus Driver's words rang through Tsukune's head. The rift between humans and witches was much deeper than they thought, probably deeper than any of them thought. Still wanting to show peace, Tsukune showed respect and bowed before Oyakata giving off an apologetic aura. Moka scoffed at the human. "What now?" Oyakata asked annoyed, "Begging for your life? You fool! It's too late for that!!"

"Forgive me..." Tsukune pleaded, "My friends have been so kind to me that I didn't understand, I didn't understand why humans are so despised by monsters." Tsukune gripped the garbage beneath him in anger at what his ancestors have done only to leace the burden for them, "I didn't think about all the terrible things humans do. I didn't understand...why you hated us. Forgive us, please, I'll do anything to atone for this." Oyakata showed no emotion as vines from her fingers shot forward, but they were burned by the Rider as Ben grabbed Tsukune with a web line and pulled him to him.

"Tsukune, listen up, this is an illusion! The future isn't finite, it can still be changed if we mold it." Ben said. Tsukune was going to retort but before he could Ben slapped his friend across the face.

"Ow-"

"Shut up! You know why humans and witches don't get along? Why humans and monsters in general don't get along?" Ben asked as he lifted Tsukune by his collar, gaining no response Ben continued, "Humans and vampires don't get along because of some guy in the middle ages that was down on his luck and was close to his death bed, that man was later known as Dracula. He tortured the country side of what is western Europe today, killing thousands of humans. People don't like Succubi because of the instances of them enjoying gaining strength a little too much by taking all of the vitality of men while they slept. Some decided to just make it a sport!" Tsukune didn't seem convinced, though he could just be taking it in. Ben dropped Tsukune and he landed on his ass, "The idea of monsters or sinners in general became so bad that a thing called 'The Spirit of Vengeance' formed. Destroying all those that are unholy and complete sinners. You know them as Ghost Riders."

Moka felt a tap on her should and she turned to see the Rider leaning in for something, **_"What is he_** ** _saying?"_**

Moka blinked owlishly before remembering that he didn't know japanese, " _It's really not important. He's just trying to get Tsukune to not be an idiot. Though, I will admit, it's interesting hearing a human's view on monsters that is very...well, he's kinda in the middle._ "

"You!" Ben yelled out as he pointed to Oyakata. He approached her and webbed her vines to the ground, "You talk about the bad of the humans, but you make no mention of of the bad things witches had done as well. You make no mention of the fact that the humans feared you because people like you practice dark magic and used humans as your sick experiments! So in turn, you gave a bad name to witches and those who are wiccans that only wanted to heal and help those around them. It was people like you that started witch hunts because you tried to make it some war! Every single time a monster falls to humans, it's because of your arrogance of humans in general. You thought you had the greater power, but as the humans evolved you grew scared." Oyakata showed no emotion to the accusations, "But instead of trying to make peace and assist humans, you decided to make them your enemy. And now they see you as no better than the Brotherhood of Evil Mutants. And because of a few bad eggs like you, you ruin it for the whole bunch! Poor Yukari would more than likely be stigmatized her whole life if you go through with this plan. So please, for once stop being blinded by your own ego and take responsibility for the things people like you did to your people!"

Silence. That was the only response. Ben wasn't sure if he had gotten through to her, but he hoped he at least helped others understand what the humans view was. Soon a slight smirk pursed Oyakata's lips. _SPIDER SENSE!!_ " _GYYYUKKK!!_ " Ben coughed out blood and the stain was visible through his mask. He looked down to see a three inch wide vine that had stabbed though his back and exited out his chest. Ironically the vine stabbed in the exact spot where he had been stabbed by the Green Goblin, " _Oh...that blows..._ "

The vines that Ben thought he stopped had been purposefully severed, or rather, pruned and replaced by a new set that evaded his Spider Sense by moving harmlessly along the garbage until it was too late. "Any last words, you wretched, vile disgusting, creature?" Oyakata asked, venom spewing with every word.

" _You think...I'm gonna give you the satisfaction...of final words? Heh, Emperor Palpatine lookin' a- GYYYAAHCH!"_ Ben didn't finish his joke as he was impaled by another vine puncturing his left lung and a third vine wrapping itself around his neck.

"Ahhh, silence." Oyakata said with great pleasure, "Now, to start off with the annihilation of humans, how about I pop off your head?" the vine around his neck removed his cut and singed mask to reveal his face growing redder, "An American, hmph. This seems more appropriate actually." she began to squeeze tighter and Ben's vision faltered. He released the blade in his Web Shooter and used it to cut the vine around his neck. "Agh! You wretched creature!"

"Leave. Him. ALONE!" Oyakata looked to her right and was kicked away by a pissed off Moka, making the illusion disappear. The vines were quickly removed from Ben's body by the force of the blow, causing Ben to puke out blood while he struggled with breathing. Moka rushed over to the Meta and grabbed him as he collapsed to the ground, " _Ben, Ben, c'mon_ _answer me._ " Ben weezed uneven breaths as he tried to cover the hole in his lung. Moka bit her lip and cursed internally before going to bite his neck, but he stopped her. " _Wha-"_

" _Fuck...her...up..."_ he weezed out, " _You...and the Rider...can stop her..._ " Ruby had slid next to Ben and began pull something out of her pouch and apply it to his wounds, tears streaming down her face.

"So, you continue to betray me..." Oyakata said as she stared at Ruby with a blank stare. Her robe was now removed and all that was left was a ragged skirt and bandages that covered her torso. "Fine, it seems now I have to resort to some more...drastic." Oyakata slammed her tome against her hand and it, again began to glow.

Ruby gasped already knowing what the older witch had planned, "My lady no! Not that!" Ruby quickly began working on Ben's wounds faster with her witch's balm, "This is bad, this is really bad." The hanabake began to bull rush Oyakata and began fusing together to make a giant monster.

" _Oh, my Spider Sense is tingling._ " Moka said as the creature began to grow and it's power multiplied with each plant monster fused.

" _Ha..._ " Ben struggled to get out, " _You...do have...a sense of humor..._ "

Ruby covered Ben's mouth to get him to stop talking so that he could conserve his strength. "I'm sorry. I didn't know it would be like this. But, we can stop her. We can-" she was cut off as Ben used whatever strength he had left and pushed Ruby down to avoid being harmed by Oyakata's vines. Though, the action only delayed the inevitable as Ruby was stabbed by the vines anyways after she had recovered. Her eyes widened in shock as she felt cold, colder than she thought possible. Dropping her wand she had only a few final words, "Moka...stop her." before being pulled forward and being devoured by the plant monster.

oOoOoOoOoOoOoOoOoOo

 **Moka**

oOoOoOoOoOoOoOoOoOo

"It seems I can't turn you back now, Ruby." Oyakata said in her plant fusion, "But to have my revenge I need you! I will have my revenge, even if I have to use as much force as possible, the humans will pay!!" The monster lifted it's foot in an attempt to crush the teens. Moka picked up Ben and retreated to safer ground, Ghost Rider used his whip and grabbed Tsukune and Kurumu grabbed Yukari.

"You three, keep Ben safe. Don't let him out of your sight." Moka said to Tsukune and the other teens, who all nodded. Moka set Ben on the ground so that he didn't strain himself. " _Rider, are you ready?_ "

 ** _"As I'll ever be."_** he responded. He grabbed his Hell Chains so that he used the blades on the ends, **_"So when this is over do you, like, kiss him awake?"_**

" _We aren't dating!_ "

"Haha, what do you think vampire? Pretty huge aren't I?" Oyakata asked with a devilish smile, her voice slight distorted from the fusion of hanabake and her.

 ** _"Hm, I think someone's overcompansating for something."_** the Rider joked. **_"Also, side note, what's with the distorted voice? Could those things_** ** _talk?"_**

"SILENCE!" Oyakata boomed, "It seems that being annoying is a disease, I figured it would end with that meta, but apparently he seems to have passed it off to you two." the Rider chuckled at how annoyed she became from maybe only a minute of hearing Ben talk to her, "Can you feel it? The power that I've accumulated for over a century? Well, now it is the last thing you will see!" and see is what the two did. A large 60 foot tall monster created by using the 'Merge' spell. Once used the user cannot revert back to their original form. The two stood their ground defiantly as Oyakata continued to laugh, "So, it seems you are still willing to fight me. Cute."

" _You wanted blood. Not peace. And if that's the case, you will get blood...and death._ " Moka threatened.

 ** _"For years you have spilt the blood of the innocent. I cannot wait to return the favor."_** the Rider said as his fist became engulfed in flames.

 **Music Que: Attack--System of a Down**

"Fools! The only ones dying today will be you!" Oyakata cocked back a vine fist and launched it forward.

" _Can you tank that?_ " Moka asked.

 ** _"Not all of it."_** the two looked at each other and nodded in mutual understanding. When the vine was mere inches away they both punched forward in an attempt to counter the attack, but were still pushed back.

"Fools! My power far exceeds yours!" Oyakata boasted. Not liking how far they were being pushed backwards, the Ghost Rider grabbed ahold of Moka and teleported a short distance. "Hm, a true Spirit of Vengeance would have taken me head on, yet you choose to retreat? Pathetic."

 ** _"Bitch."_**

" _My thoughts exactly._ " Moka agreed.

With the attack being as strong as it was the others tried moving away from the large frantic battle. Kurumu had lifted up Tsukune and Yukari into the air, with one problem, "Where's Ben?" Kurumu asked in concern.

"He fell!" Tsukune replied.

"Fell? What do you mean he 'Fell'?"

"He elbowed me in the gut and dropped down!"

"Are you kidding!" Yukari shouted, "We had one job, do you know what Moka is going to do to us if he gets hurt more than he is?"

"What's this 'we' buisness?" Kurumu objected, "I did my job."

Back on the ground level, Ghost Rider and Moka did their best to fend off the beasts attacks. They found that their best form of defense was for the Rider to burn it or cut the vines with his Hell Chain. Unfortunately being able to defend wasn't enough to win. Going for the offensive, Moka went to kick the monster, but was greeted by a slap from a vine arm. The resulting smack sent her crashing into an abundance of trees. "Damn it." Moka said as she wiped the blood from her mouth, "she's fucking relentless." seethed.

"You surprise me." Oyakata stated, "Honestly, I never thought that you could hold out for so long. But I should expect no less from a vampire-GAH!" she was interrupted by Ghost Rider burning many roots from her feet, "Damn insect!" Oyakata kicked the Rider away to where he landed next to Moka.

" _So, your attacks not working well?_ " Moka asked snarkily.

 ** _"There is one that will work for sure, but I need her to be at eye level. Can you distract her?"_**

" _Gonna take a lot of strength to get to eye level Rider._ " Moka pointed out, " _We need a distraction and both of us to pull her down together._ "

 ** _"I suppose we go to plan B_ _then."_** he said cracking his knuckles, **_"We just beat her to a pulp."_**

"As, I was saying..." Oyakata continued, "I am quite impressed with the both of you. A vampire, the strongest of all monsters, able to covert energy into pure power. And a Ghost Rider, a being that even the mighty vampire will fear. Two beings with battle strengths greater than that of any army with powers feared by all monsters..." and this is the point, much like with all power hungry people, Oyakata began to lose her mind, "I...want it...I want it all!!"

 ** _"Ugh, she sounds like that hooker down the steet."_**

" _Oh, don't tel_ _l me you constantly make jokes too._ " Moka complained.

 ** _"What can I say, that Reilly kid is a pretty cool guy. Kinda wish he was here."_**

" _...Yeah._ " Moka snapped her focus back to the power hungry witch, " _So, you want the power, eh? Fine! Come and get us, we aren't going anywhere!_ " Moka lifted up her fists ready for a fight. Dashing forward Moka jumped up in the air, " _You think it's enough, to be big and ugly?!_ " Moka shouted before launching an explosive kick to Oyakata's face.

The monster seemed to have collapsed, much to the shock of the Yokai teens in the air, "She-She did it!" Tsukune shouted in complete disbelief. Suddenly vines snapped forward and wrapped around both Moka and the Ghost Rider and suspended them in air.

"Ahahaha! You're both mine!" Oyakata laughed with glee. _Damn, her body is too mushy. It takes the whole force of the blow. That means physical attacks won't work!_ Moka thought. The vines around Moka and the Rider then made their way to breaking the monsters's skin and begin to absorbing energy. Or at least from Moka. "Why aren't I gaining energy from you?" Oyakata questioned, looking at the Rider with a scowl.

 ** _"Pretty hard to penetrate skin...when you don't have any!"_** the Rider laughed before he wrapped his Hell Chain around the multitude of vines and cut through them like a hot knife to butter. He was dropped and landed with a loud thud down below. **_"Don't worry Moka, calvary is comin'."_**

Moka on the other hand, could not escape and had to stay suspended as the vines viciously dug into her skin and crawled up towards her neck feeding off of her veins. "GAAAA!!"

"I told you! This is the ultimate spell! It can merge with any and all monsters, even humans, and gain all of their pathetic abilities." the witch gloated. The power from Moka streamed up the vines and went directly into Oyakata's body, "Yes, more! Give me more!"

" _Phrasing!"_ the witch and the vampire heard a voice shout just before the veins conected to Moka were cut off from the witch.

"What?! No! I killed you!" Oyakata shouted.

Now in a freefall, Moka found herself being held bridal style just before she and her 'savior' (because let's face it, she could have gotten out...eventually) landed on the ground below. " _What the hell? Ben?!"_

oOoOoOoOoOoOoOoOo

 **Ben**

oOoOoOoOoOoOoOoOo

Ben had just elbowed Tsukune in the gut after he tried picking him up. It wasn't that he didn't want to be safe, it's that he knew the probability of Kurumu being able to carry all three of them was extremely unlikely. Well, that and the fact Tsukune tried to wrap around one of Ben's wounds and he just instinctively jerked his elbow backwards. After landing back on the ground Ben tried to lift himself up, but immediately fell unconscious and succumbed to his injuries.

Opening his eyes Ben saw that he was completely healed and his costume had been fixed. Though he also noticed the black void and Madame Web waiting for him. Ben pushed himself off the ground and limped over to the empty chair and took a seat, "I see you haven't switched to computer chairs per my request. Wal-Mart have a sale or something?" Ben joked.

" **Welcome back, Mr. Reilly.** " Web said as she began unveiling tarot cards, " **Tsk tsk tsk...This does not look good.** " Ben reached into his pocket and tossed the tarot card that Web had given him before he started his journey to the human world.

"Headless Horseman. Death, and destruction." Ben mentioned, "But I don't think you were warning me were you?" Web simply smiled, "You know, this is a very tongue in cheek way of saying that I will have assistance from the Ghost Rider."

" **As of right now, it seems only your ally is gaining his assistance.** " Web showed Ben the battle that was happening outside her domain as he lied unconscious on the forest floor, " **They can't win without you, you know.** "

"But what can I do? These guys are leagues above me. That thing, is bigger than anything I've gone against before!" Ben complained.

" **You're begining to sound like Mr. Parker when I first started guiding him.** " Web sighed, " **Isn't that your destiny? To be a hero?** "

"I'm not sure, I thought I was just supposed to just make it so monsters don't try and destroy humanity. I feel more like a spy than some sort of hero." Ben said with a shrug, "Besides, hero is Parker's thing. I just want to do something good, and occasionally get a thank you."

" **Hm, that sounds semi-heroic if you ask me.** " Ben cocked a lense in confusion, " **Come now, you can't honestly not remember what Mr. Parker told you before.** " Web opened a strand and showed Ben the past.

 ** _Flashback..._**

Spider-Man and the Scarlet Spider are perched on a roof top, it's night time and they just finished a day of patroling, "So, how was your first day of your new life, Ben?" Spidey asked as he took a bite of a slice of pizza.

"Interesting..." Scarlet replied, "It's just...weird."

"Mm, how so?" Spidey asked, his mouth full of food.

"Well, I have all your memories, but I don't understand. Why do you continue doing what you do. Even when all these people hate you? Why keep being a hero?"

Spidey swallowed his food and put some thought into his answer, it wasn't everyday he was asked this question, "Well...being a hero isn't about the fame or the glory. Even a simple high five isn't needed." he explained, "No, being a hero is knowing that you go out every day and give it your all. First you start with one person, then you save two, then three, four, ten, the city and, sometimes, the world."

"That sounds awfully complicated." Ben replied.

"Look, the point is, did you feel you did your best today?" Spidey asked.

"No...I could've done better."

"And that's the beauty of it!" Spidey said excitedly, "As long as you keep saying you'll be better, than you will. You get to a point where you keep going until your heart stops beating. Then and only then, will you truly say 'I've done everything I can'. And that's what being a hero is all about."

"You are...strangely sage like." Ben mentioned making Spidey laugh a little bit.

"Yeah, it happens. You remember what my Uncle Ben said right?"

"With power, comes great responsibility?"

"Yep! You can even add to that if you'd like, make it your own credo. As long as you keep the base the same, you'll never give up!" Spidey went back to his food by digging into a large slice of pepperoni pizza.

"How do you know that?"

"Because," Spidey took a drink from his soda to wash down the food, "you and I are the same."

 ** _Flashback end..._**

The web receded and Ben began nodding his head, "Everything I can, huh?"

" **So,** " Madame Web said breaking Ben out of his thoughts, " **Are you prepared to give it 'all you've got'?** "

"Umm...aren't I dying?" Ben asked confused.

" **No, no. The witch's balm should be taking effect shortly. Be careful, you may experience a bit of an adrenaline rush.** "

"How much?"

" **Who knows? Why don't you find out.** " Web laughed and Ben was taken out of the void and back in the physical world.

Feeling a strange rush, Ben jumped to his feet feeling extremely rejuvenated. Looking down he saw that the witch's balm had clumped his wounds closed for now, like bio-foam in Halo. " _Okay, where is-_ "

"Ahahaha! You're both mine!" Ben heard Oyakata laughed with glee in the distance.

" _Oh yeah, how could I miss Metal Gear Flytrap?_ " Ben mocked as he began to dash towards the giant monster. As soon as he took his first step he noticed his body felt extremely light and that he was practically gliding on the grass. " _Fuck, I feel like I could take on the Hulk in a fist fight!_ " looking up he saw that Moka was suspended in air with vines entering her body, " _You know, under different circumstances this would probably be arousing._ " _Alright._ Ben thought, _Gotta get up there._ Seeing a tree he decided to go with the classic: Web Slingshot. Using the tree for support, and nearly breaking it in the process, Ben launched himself at the monster at blinding speeds. " _Okay, let's give it everything!_ "

Ben saw the vines attached to Moka and saw that they seemed to be feeding her blood or something to the witch. "Yes, more! Give me more!" Oyakata shouted with glee.

" _Phrasing!_ " Ben shouted out confusing the witch and the vampire just as he unsheethed the blade on his Web Shooter to cut the vines off of Moka.

"What?! No! I killed you!" Oyakata shouted.

Now in a freefall, Ben grabbed the vampire bridal style before he landed on the ground below. " _What the hell? Ben?!_ " Moka asked with shock. " _What the fuck are you doing! You're hurt!_ "

Ben put Moka on the ground so that they stood side by side, with the Ghost Rider approaching them as well, " _I don't know about you guys, but I'm fed up with these Mother fuckin' plants on my mother fuckin' planet!_ "

 ** _"I think only you and I get that reference."_**

"Damn you!" Oyakata shouted.

" _Guys, I have a plan._ " Ben announced.

" _Oh do tell, I can't wait to hear how this goes._ " Moka said sarcastically.

" _I distract her long enough for you guys to bring her to eye level and lock her in a Penance Stare._ "

The other two were slightly shocked, it was a plan they thought of earlier, but... ** _"Do you think you can handle it?_** "

" _Guess we're about to find out!_ " Ben shouted as he saw the large foot come to stomp them.

"I should squash you like the bug you are!" Oyakata shouted as she tried to crush the trio.

Moka and the Rider moved out of the way, but Ben was stationary as the foot came down on him. " _BEN!!_ " Moka cried out when the foot crashed down to the ground.

"Hahahaha! Fool! It seems he knows when to give up." Oyakata gloated, but something was wrong, she could feel the pressure against the foot, when the dust settled Ben was on a knee propping up the foot looking much like Atlas. "WHAT?!"

 ** _Music Que: Carry On-- Avenged Sevenfold_**

" _Oh...c'mon...is that really the best insult...you baddies got?_ " Ben asked as he struggled with the gigantic foot. Struggling, begining to feel exhaustion Ben did the unthinkable and began to rise into a standing position. The monster that could toss Moka around like a baseball, was having it's leg lifted by a human.

" _I-Impossible..._ " Moka mumbled.

 ** _"Amazin_** ** _g..."_**

"How?!"

" _Guys...could you...do the thing?_ " Ben struggled to say. Ghost Rider pulled out his chain and threw it at the distracted witch. The chains blade went through her chest and exited through the back.

"AGH!" Oyakata cried in surprise. The Rider twisted his wrist so that the chain would wrap around the witch's neck. And with the grip secure and no chance for her escape, he began to pull the witch down along with the entire top half of this monster. Moka snapped to her senses and rushed to help the Rider pull, making the feet more feasible.

 ** _"We need a little more hel_** ** _p!"_**

" _Got it!_ " Ben rose even more, muscles straining causing his suit to start ripping he lifted the foot above his head. His vision going blurry he feels as if he's going to collapse. Ben sees the convorsation he had with Peter again, _"First you start with one person, then you save two, then three, four, ten, the city and, sometimes, the world."_ Ben thought about his friends, both monster and mutant, he thought of his new ally the Ghost Rider, and he thought of all the innocent people in the city. _"You get to a point where you keep going until your heart stops beating. Then and only then, will you truly say 'I've done everything I can'."_ Giving one last battle cry Ben used what strength he had left and threw the leg forward causing the beast to be off balance and topple towards Moka and the Rider.

The beast landed with what felt like an earthquake, causing a mass panic in the city for not knowing what was going on. Upon a rooftop Doctor Strange stood and smiled, " _Well, seems I didn't have to intervene after all._ "

"No..." Oyakata muttered as her hazy vision caught the Ghost Rider approaching her. "So...this is how it ends, defeated by a creature I hated the most."

 ** _"No. Your own hatred and your arrogance is what brought your downfall. It just came to you in the form of a human."_** Ghost Rider said before gripping the witch's temples, **_"Look into my eyes, your soul is stained by the blood of the innocent. Feel their pain."_**

"They did it, they did it!" Yukari chanted with joy.

"Oh finally." Kurumu groaned as she made her descent to the ground.

Moka stared in awe, seeing a Penance Stare work against its victim was both frightening and fascinating. " _UNNNNH..._ " Moka turned her attention to the groaning and saw Ben sprawled across the ground unmoving. She walked over and stood above him with a scowl on her face, " _Did we win?_ "

" _Yeah...we won. Dumbass._ " Moka replied as she tapped his leg with her foot.

"AGGGHHH!! _Bad! Bad!_ " Ben cried in pain. Moka helped Ben up, much to his displeasure, and supported him with her shoulder. The two looked in awe as the entire beast that had merged with Oyakata was burning to ashes leaving just her body and tome. " _Grab the book..._ " Ben mentioned.

" _Why?_ " the vampire asked skeptically.

" _I've just got this feeling._ " Moka nodded and did so, as she lifted the tome some sort of plant fell out of it. It was dry and looked as if it had been pruned years ago.

 ** _"What the hell i_** _s this?_ " Robbie asked as he reverted back to his natural form. He picked up the dry plant and frowned, " _I came all this way for...for..._ "

" _I think that's lavender dude._ " Ben mentioned, " _You can find that growing in the wild in upstate New York._ "

" _It is 'Witch's Lavender' actually._ " a new voice called out, making the trio, and the rest of the Yokai teens who landed, to look at the man with confusion. " _And with it, I can stop the looming threat that is spreading across New York, possibly even further. And it's thanks to you kids._ " the figure with a blue robe and red cloak said as he clapped his hands, " _That was truly magnificent, I almost didn't think you kids could do it._ "

" _Doctor Strange?!_ " Ben and Robbie asked in unison.

 _"Who?_ " Moka asked in confusion.

"H-He posses extrodinary magic...I can feel it." Yukari said as she hid behind Kurumu.

" _Yes, I am Doctor Strange: Sorcerer Supreme._ " he said with a bow.

Moka's face was scrunched into a scowl for nearly twenty seconds when it hit her, " _Wait...Ben wasn't joking when he insulted Ruby the other day about a human having more magical power?_ "

 _"I didn't lie about the Ghost Rider, why would I lie about tha_ _t?_ "

Moka pinched the bridge of her nose and groaned, " _What the fuck is going on with humans?_ "

Strange let out a light chuckle and used a form of levitation spell to bring Ben towards him, " _You look pretty banged up kid, here._ " Strange twirled his hand in a circular motion until Ben's cuts and stab wounds were gone, he also did the same for Moka and anyone else who was harmed. " _Better?_ "

Ben moved his arms around and checked for sores, " _Yeah, I'm great. But, why are you here? And why weren't you here like...two hours ago?_ "

" _I can explain that._ " Robbie said stepping forward, " _You see, my brother was sick and needed to be healed. Problem was, I'm low on money and regular medicine wasn't working. So Strange here said he'd help me if I agreed to stop this bruja (witch) from destroying the city._ "

" _That doesn't explain why he couldn't do it though. It would have been a quicker battle_." Ben interrupted.

" _It's because she has been avoiding the Sorcerer Supreme for over a century, her magic is extremely advanced, so I needed someone to draw her out,_ " Strange explained, " _With the recent missing persons and you coming to the city I decided to put my plan in action. Kill two birds with one stone, that sort of thing._ " Strange used his magic to project an image of the Sandman during their earlier battle, " _That is also why I enlisted the help of Flint Marko. If he helped me, I'd save his daughters who, coicidently, are suffering the same fate as young Gabe Reyes._ _As you know, Marko didn't help you directly, but he did indirectly as he made Oyakata advance sooner than planned. You getting her pupil to betray her was a bonus._ "

Ben's face turned into a vicious scowl at the explanation, "You're a monster."

" _Excuse me?_ " Strange questioned.

" _You manipulated a man into doing your dirty work. He was sent to the Raft because of you!_ " Ben yelled out.

" _Marko was a convicted felon that escaped SHIELD custody. It was only natural that he'd return to his family and want to help._ " Strange reasoned.

" _But he destroyed a building, people died!_ " Robbie frowned at Ben's argument, he wasn't wrong.

" _Yes, a couple dozen die to save a few hundred thousand. Omelets and eggs young clone._ "

" _Fuck your omelets! You let a poor guy suffer a worse sentence because you couldn't get your hands dirty!_ " Ben's blood began to boil and Moka thought another fight was eminent.

" _I have gone and protected our reality, jackass, what have you done?_ " Strange asked sternly.

" _From the sounds of it, your fucking job!_ " Strange smiled at the response and patted Ben's head much to his confusion.

" _And you've done well._ " Strange opened a portal and it led to the Sanctum Sactorum. "Oh _kid, catch!_ " Strange tossed Ben a glass bottle filled with clear liquid, " _That's genuine Holy Water...us it wisely._ _Come on Mr. Reyes, grab the book and the herbs, it's time to go home._ "

Before he left Robbie walked up to Ben and shook his hand, " _For what it's worth, I thought you were right._ " Both he and Ben nodded, " _And, if you ever find yourself in LA, give me a call. Or find me, won't be hard at night. Hasta la próxima._ (Until we meet again)" he said with a wave.

" _Lo espero con ansia._ (I look forward to it)" Ben replied as the portal disappeared.

" _You know spanish?_ " Moka questioned, " _How?_ "

" _Parker has been taking spanish classes in school since the sixth grade._ _He thought the teacher's daughter was cute._ " Ben laughed.

Moka gave Ben a slight smile, which he returned. Then she hit him repeatedly, "Idiot, idiot, idiot, idiot, idiot!" she said repeatedly hitting his head, " _What the hell were you thinking doing something that stupid?! Catching it's leg, are you kidding me? What if it crushed you moron, what then?!_ " she asked as she tugged on his face.

" _It was an awesome distraction though!_ " Ben replied, " _I was like Big Boss in Peace Walker._ " Ben laughed, " _Are you alright?_ "

" _Wha- Huh?_ " Moka was completely off guard by the question, " _I mean...I'm fine. Are...you alright? I don't think that Sorcerer healed you properly._ "

" _Nah, I'll be fine, as long as my heart keeps beating. I just was making sure you were fine._ "

Tsukune looked at the pile of ash and the crater in the field, "I'm sorry Tsukune." Ben appoligized, "I'm sorry I couldn't save her. I didn't do my best on that one, I could have been better." Ben gripped Tsukune's shoulder, "I really did try."

Tsukune got up and embraced Ben in a hug, "I know you did Ben. I know you did." A roaring sound was heard in the distance, a sound that was all to familiar. "Bus is here." Tsukune said solemnly. Following the bus was a dinky little rent-a-car.

"Did we miss anything?" Ms. Nekonome asked as she stepped out of the car.

"Ms. Nekonome!" Tsukune called out, "We couldn't save her, we tried but-"

"Oh, quit your self pity." a familiar voice called from inside the bus. Stepping out was Gin, who apparently didn't have summer classes anymore.

"Gin?!" the students asked, "Wait that's-!" Tsukune said surprised as Gin walked out of the bus holding Ruby in his arms.

"What are you doing here?" Moka asked.

"I was your back up of course!" Gin replied with a giant shit eating grin.

"Backup?" Ben echoed, "Yeah, you were back up alright. Once you saw how big the monster was you would BACK UP all thw way back to Yokai." he insulted gaining a chuckle from the vampire.

"You surprised to see the girl kid?" The Bus Driver asked Tsukune, "Sometime during the climax, that wizard opened a portal on my bus and handed her to Gin there. I guess he was ready to back you up if needed." the teens rejoiced as they realized Ruby would be okay.

"Well," Nekonome said cheerfully, "I guess that's a trip! Let's go back to Yokai kids!" the teens began boarding the bus when Moka stopped Ben.

" _Where's my Rosary?_ " she asked sternly. Ben began patting all over his body until he snapped his fingers and reached around his neck and removed a shoelace. Pulling up he showed the Rosary was around his neck the whole battle, " _Okay, but why though?_ "

Ben shrugged his shoulders, " _Good luck?_ " Moka sighed in response but still managed to give Ben an amused smile.

" _I must give credit where it is do, I didn't think I'd see you lift that extremely large merge as much as you did._ "

" _Well, to be fair, Ruby put on that witch's balm that gave me some intense magical adrenaline._ "

Moka cocked an eyebrow in confusion, " _What are you talking about? Witch's balm doesn't grant magical properties. That was all you. I must say, when put in a corner, you become monsterous._ "

" _Did you just make a fuckin' pun?_ " Ben asked excitedly.

" _Don't look too much into it._ "

Ben smiled and rested on the bus, while Moka gives him a nod before placing the Rosary around her neck. Knowing that Ruby was okay, Ben felt good about himself on the trip back to Yokai. His smile never left his face the whole trip, _Thanks Pete._ he thought.

 **A/N: There was a reason I wanted this to be two parts. If I put this part in the last chapter, my phone would shit itself trying to process it while I type. But, there is the finale to this arc. Hopefully I tied up all the loose ends. If not, PM me.**

 **The spanish is according to a spanish dictionary, so hopefully that is more reliable.**

 **When Ben lifts the leg, it is exactly based on that scene in Metal Gear Solid: Peace Walker. I think if you look up "Big Boss lifts up Peace Walker" on Youtube you should find something.**

 **Thank you for the support guys. I am officially announcing a hiatus for this story. I will be going to work over the summer with long hours, so please understand. I love working on this story, and I can't wait to start writing again in September. I'll see you then!**


	14. What If? Guest

**What? An upload, 'but Nerd, you said hiatus' you cry, tis true. But, I had my dear friend Terrence Johnny Stanford do a little guest What If. I kinda like the idea of having Guest chapters while I'm on my summer hiatus, so if you guys want to do one, PM me. It's a What If, so anything goes. I'll just compile them in a big folder on my page. Anyways enough out of me, on with the Special!**

 **What If? Terrence Edition**

I'm just going to do what the nerd did. Pull a story right from my own ass.

 _Oh, dissing me before we start, no that's cool._

 **Ben's House of Horror and all its Retardedness n' Lots of Doors**

 **Music que- Battle Cats POP OST track 10**

"Ummm…. Ben, remind me why we are going to a horror house, AND ITS NOT EVEN HALLOWEEN!" shouted Tsukune.

"Because Tsukune I want to. I dunno why but just…" Ben made some very animated hand gestures to get his point across, "You know what I mean?"

Tuskune cocked an eyebrow in confusion, "No…no I don't."

Author's corner

 ** _*Snicker* boy oh boy I can't wait to see what Ben does next *_** ** _Snicker*_** WHAT?! WHO ARE YOU? **_Oh, don't mind me I'm just watching. Besides how can you not know, you silly author? I'm Deadpool, Mercenary extraordinaire!_** God dammit… ** _Aw don't be like that. Just continue your story and everything will be fine._** (Can't believe the nerd puts up with you) Fine. And please GET YOUR HAND OUT OF MY COOKIE JAR! ** _You're no fun._**

Back to the story

"And besides I heard some people never came out. Plus, sidenote, I heard that there is some Alice Cooper and Type O Negative stuff here!" Ben said with glee.

"Wait Alice Cooper?" Tsukune asked, "And what is Type O Negative?"

"You heard of him?" asked Ben, genuinely surprised Tsukune had heard of anyone that he listened to.

"I've heard the name, but I never actually listen to his music" Tsukune mentioned, "A little hard with, you know, language barriers." he helped exaggerated his point by pointing at his mouth.

"Don't need to understand the music to get into it… it's like K-Pop." Ben replied giving himself a comedic voice, "But still, pretty cool you've heard of him before. For Type O Negative they are a famous goth metal band in the U.S where I'm from." Ben said pointing his thumb proudly at his chest, "Plus I heard that one of Alice's cat girl background dancers may be there." he said with a sly smile as they walk over the haunted house.

"Wait, cat girl?" Tsukune asked, looking as if he lost some color in his face.

"Either that or they are just cat ears" said Ben "Why do you ask?" he asked teasingly

"Umm…no reason?" Tsukune replied with a nervous smile trying to convince Ben otherwise.

"Why? You worried Kurumu will get on your ass about it?" Ben questioned, "Or Moka, or Yukari." he began counting on his hand all the girls that seemed stricken for this lucky bastard.

"Shut up, I get it…" Tsukune sighed, "Not that many." he mumbled.

Ben rolled his eyes at his fellow human, "Now let's head into house!" he said excitedly.

"Why couldn't the other's come?" Tsukune asked, feeling it would be safer if the girls and Gin were with them for this.

Ben clicked his tongue, "Well, Gin is probably playing Peeping Tom again, and Moka wanted a girl's night out…for some reason." he said with a confused look on his face. _Too bad to,_ he thought, _Haunted house would be a good place to try and score points with I.M._

Author's corner

 ** _Great excuse you, lazy bastard._** Shouldn't you be with that Parker guy? Or your little waifu? _No, Wade has a point. Now I'm gonna have to make a "Girls Night Out" chapter._ Oh, quit your bitching Nerd, shouldn't you be working right now anyways? _Shut your mouth Terrance._ **_Ha, Terrance. And, Hey! Neo and I are in the zone. And besides I got nothing better to do until September._** _You could wash my car._ Ugh *facepalms* why did I agree to this?

Back to the story

"Alright then after you" Tsukune said as he gestured to the large wooden door of the haunted house.

"Don't be silly, the scaredy cats go in first." Ben laughed, "Or as we Americans call them, pussies."

"No, yeah, that's fine by me." Tsukune replied with a smile.

"Fine be that way…pussy." said Ben as he then enters the house without a single second thought "Tsukune it's safe to come in!" he called out. Then Tsukune, very slowly, walked through the door half expecting a jumpscare at any moment. "What are you waiting for?" Ben asked.

"Something scary." said Tsukune with a hand covering his face and only a slight slit between his fingers so that he could see.

"Dude chill out. 1) We are humans that go to a school for monsters, 2) The scary things don't usually happen until the person enters the next room or they wait in the entrance for at least 10 minutes." Ben explained.

"Which one is usually scarier?" said Tsukune

"Usually waiting in the entrance for too long, but it really depends on which version of Resident Evil you played." said Ben

"Ok, let's go." said Tsukune as he walks to the front door.

"Your wasting your time~" Ben said in a sing song voice.

"Why?' asked Tsukune

"'Cause, usually, when a person enters the haunted house the door locks itself after the person gets in. Or you open it and dogs attack you, again just depends on what version of Resident Evil you played." Ben said with a shrug.

Tsukune then tries to open the door but fails. "Ugh." Tsukune groaned in disappointment.

"See? I told you" said Ben as he walks down the hallway and then decides to open a drawer because he saw a sign that said: "Open the fucking drawer please" and it had a picture of a hand flipping the bird. Then Ben decides to punch right through the sign because he felt it looked annoying.

"Okay, but why though?" Tsukune asked only to receive no response.

"I know it's stupid of me to do this but ehh screw it." Said Ben opening the drawer.

"NO DON'T!" yelled Tsukune covering his eyes expecting something scary to happen only…

"Hey, this place got records of monsters in society let's see… child molesters, Child predators, dictators, video game designers, TV producers, actors and writers, musicians…. Wait what?" Ben asked with a chuckle, noticing the papers on TV producers, actors and writers, "Let's see…Hey they got Dan Schneider here." he mentioned with and amused smile.

"Who's Dan Schneider?" Tsukune asked.

"He's a somewhat famous tv producer. If you look at his history, you'll understand" Ben mentioned as he then puts the records in his jacket… at least the ones he finds interesting. _George Lucas, who knew?_

"C'mon lets go see what else they got." Ben said pushing Tsukune along as he continues to walk down the hallway "Now notice the paintings Tsukune, look at the eyes of each one." Tsukune then looks at the paintings and notices all the eyes were staring at him giving him the creeps. Ben then opens a door that leads to a kitchen, "Hmm…strange."

"What is it?" Tsukune asked worriedly as his eyes dart all over the room.

"Usually the kitchen is upstairs." said Ben in a tone that seemed to be one you'd give if you are complaining about something.

"Does this mean it's a bad thing?" Tsukune asked, cocking an eyebrow.

"Not necessarily. Unless something unexpected pops out of nowhere" said Ben "Like that." pointing to the bread that has came to life and is now tapping a couple jars with spoons with its little noodle arms.

"Fish n chips, steak and beef-" said the bread

"SHUT UP!" Ben interrupted, making the bread stop what's its doing and drop the spoons.

Then awkward silence for about a minute occurred of just Tsukune and Ben staring at the bread expecting it to do something…then Ben's Spider Sense went off. "Oh shit…" he mumbled. Suddenly the top drawer opened with a can coming to life and started singing "~Are you hungry to look to be a bit~-" Ben then slammed the drawer shut, "Lets hurry and leave before we start learning."

"About what exactly?" Tsukune asked, even more confused than ever.

"About healthy foods." Ben groaned as he then ran over to the door to leaven and he would have too, if he hadn't felt a hand on his shoulder. At first, he thought it was Tsukune trying to scare him, "Ha ha, very funny Tsukune—" 'thought' being the key word, until he turned around and saw that is was a giant steak with hair and a chef hat. _Spider Sense!_ "Whoah….. a giant steak…. Why is this suddenly familiar?" Ben asked himself.

Then the steak then began to sing to Tsukune, "~That's your body. Hungry comes from your body~" sang the steak man.

"Doo doo doo doo dooooo" sang the Can that was suddenly behind Ben surprising him.

"OH FUCK!" Ben shouted in surprise, clutching his chest.

"Doo doo doo doo dooooo to be healthy" sang the Can and Steak man in unison. Then, suddenly, the phone rang and all five of them stared at the phone in awkward silence. Then Ben remembered what was so familiar to him and took this as an opportunity while the food's guard was down. Ben shot webs at the can, bread, steak man, and the fridge to the wall.

"Why did you web the fridge?" Tsukune asked.

"I don't know I am expecting something to come out of it." Ben replied, "Also, you're questioning why I webbed the fridge when food was singing?"

"Point taken." Tsukune replied. They both exited the kitchen while they heard the muffled voices of the can, steak man, and bread. "So, what next?"

"Well judging by the movies, (And Resident Evil 7) the bedroom is the best place to go." said Ben.

"How much horror movies did you even watch?" Tsukune asked.

"That…I will tell you later" said Ben ominously. They both enter a creepy bedroom.

"Whatever you do. Do not touch the bed." Ben warned.

"Why?"

"'Cause, usually there is a monster under the bed, someone's in the closet, or something comes to life when it isn't supposed to." said Ben as he walks to the closet and when he opened it he saw a really tall man about 7'2 who made a smile showing his metal teeth.

"Eep!" Tsukune screamed, intimidated by his height and his smile.

"Sorry pal there is no women here." said Ben. This made the tall man stop smiling as he then shuts the closet on himself, "Pfft. Rude. He didn't even say goodbye."

"What was he supposed to be?!" Tsukune yelled in utter confusion.

"He was supposed to be the horny giant. Horny giants are extremely durable, so bullets cannot kill them even if it was a headshot, fire, acid, or knifes. But usually they have clean brushed teeth instead of metal teeth." Ben mentioned. Then Tsukune decided he needed to collect his bearings and, without thinking, sat on the bed. "You idiot."

"What?" Tsukune asked defensively.

"I told you not to get on the bed. This isn't fun time with Kurumu, it's real!...Unlike her chest, did you get where I was going? I feel like I got a little off track." Tsukune nodded, "Okay, good." Then a lamp turned on and had eyes…for some reason. Ben immediately stuck to the ceiling in hopes of avoiding the lamp's vision and then…

"Well Well. Somebody's sleepy" said the lamp with a smile.

"Uhh…no?" replied Tsukune

"That's silly. I think you need to learn about dreams!" said the lamp as the word "dreams" pop out of nowhere and then a dark cloud starts to engulf Tsukune.

"Wait, what are you doing…. I feel sleeepyy…" said Tsukune groggily as the black smoke engulfed him.

Ben knocked over the lamp causing it to break and die when it hit the floor, "Huh. That was easy" said Ben as he then sees Tsukune sleeping on the bed. Ben then walks over to the bed and smiled at his friend's sleeping form, just before deciding to slap Tsukune's face really hard to wake him up.

"AAAAAAAAAAAAAAAGH!" yelled Tsukune as he felt the slap and waking up from a nightmare.

"Good your awake. Now let's go to the next room" said Ben, pointing his thumb to the door.

"Can we leave now?" asked Tsukune.

"Dude there are more rooms to explore!" said Ben "Plus we can get souvenirs!" he said excitedly while handing Tsukune one of the papers he snagged.

"Umm…. It's in English." Said Tsukune handing back the paper.

"Oh yeah, I forgot." Ben chuckled taking back the paper and putting it in his jacket. Ben then gets an idea. "Hey tall dude you wanna join us?" said Ben opening the closet seeing that the giant is still in there.

"No" the giant replied.

"Ok." Said Ben closing the closet.

"Why would you ask him to join us?" said Tsukune

"I dunno. I just felt like it." said Ben as they both walk to the next door.

"Hey… is this a computer room?" Tsukune asked, looking at the computer on the table.

Then they suddenly heard a voice from another room, " _Once when I was seven years old I sat on a banana and it of course, changed my life_." Said the voice in English.

This made Ben snort trying to not burst out laughing

"What? What did it say?" said Tsukune genuinely curious why Ben is trying to hold down a laugh.

"The voice said he got…. Nevermind" said Ben believing it would be better to tell him later rather than let him believe that a dude was traumatized as a child

"He got what?" Tsukune asked with a slight whine.

"Well he got-" said Ben as he accidentally touches the computer.

The computer suddenly has black arms and red wire fingers, "DON'T TOUCH MEEEEEEEEEEEE!" screamed the computer as everything starts to glitch out. The room went black and the two then find themselves in a digital world.

"What the-HUGH!?" said Ben as he looks at himself and he is all computery. And feels like he has extra depth for some reason, "Okay, what kind of Matrix bullshitery is going on?" He and Tsukune both walk through a door and see themselves in a dark room with dancing things and they both keep hearing the words "Digital Dancing". "Let's go before they start notice" said Ben as he and Tsukune hurried over to the door where they bump into a red monster.

"WHOAH!" the three of them yelled as they then exit the room and suddenly the three of them wake up off the table.

"What the fuck was that?" asked Tsukune getting extremely irritated.

"I have no idea." said Ben as the three of them get up from their seats while Ben and Tsukune head to door on the right the red thing follows the wire to the door on the left. As Ben closes the door behind them they them hear a "pop" coming from the room that the red thing entered

"Poor guy." said Tsukune assuming something bad happened to the red guy.

"Nevermind him, let's go to another room" said Ben as he then enters another room, "Uh oh… run" said Ben.

"What?" Tsukune asked just as he was about to enter the room.

"RUN!" said Ben as he then grab's Tsukune's hand and sprints towards the end of the hall.

"What is it?" Tsukune asked while being dragged along the floor.

"It's the extending hall! If we run fast, we may reach the door before it gets too far. Otherwise it will take over an hour of walking!" Ben yelled. Then a giant ball started rolling after them. "OH, FOR FUCK SAKE!" said Ben knowing that the house pulled an Indiana Jones trap on him

"AAAAAGH!" yelled Tsukune running as fast as he could with Ben hoping to god that he won't get crushed by the giant ball. Then Ben remembered something: He has webs. Thinking quickly, Ben then shoots webs at the ball until it came to a stop. And then he webbed the floor to make it keep its place, and to his surprise it worked. The ordeal was so much that when all was said and done Tsukune fell over from exhaustion.

"Ow. Couldn't you have done that earlier?" said Tsukune out of breath.

"Well I never thought of it earlier." said Ben walking to the door. This made Tsukune slightly frustrated at him for not thinking about using his powers earlier. "Holy crap," said Ben "look at all those doors" pointing to all the doors and suddenly they see a radio behind them playing the song "Monster Mash"

"Was that radio always there?" Tsukune asked, pointing at the machine.

"That, I do not know" said Ben "I wonder if it can play Korn or RED.. maybe even Breaking Benjamin" he said excitedly rubbing his hands.

"Who are they?" said Tsukune

"Oh, those are bands that are famous where I'm from. Korn did that song "Freak on a Leash" it's kinda memed these days, and Breaking Benjamin many will know best as the band that had one of the best fight songs played for Halo 2." Ben said seriously.

"Ok then," said Tsukune "where to next?"

"Simple, if there are this many doors… it only means either one of two things." Ben began.

"What's that?"

"Either it's a Scooby-Doo thing where we magically teleport through each door inconsistently, or this place genuinely has a lot of rooms in this particular hallway." Ben said with a shrug, "Stay there for a moment please" as he then opens a door and walks in.

Tsukune felt a bit scared now being alone and the fact that the radio was still playing "Monster Mash" behind him, "Please hurry Ben" Tsukune said to himself. Then ben opened a door of another door, "Ben how did you get over there?"

"That means these are Scooby-Doo doors." said Ben walking into more of the doors and appearing out of others. And then two doors opened, and Ben came out and saw… another Ben. "Hey…" said both Bens.

"Ben there are two of you now!" Tsukune yelled in confusion.

"I know how to fix this." both Bens said as they head to different doors. Then one door opened and out came single Ben. "There I fixed it" said Ben. He then wanted to mess with the doors some more only this time to be followed by Tsukune. This time when they both entered it there was no ground and they didn't fall. Ben's Spider Sense begins blaring and he looks down and then taps Tsukune's shoulder and points down. Tsukune decided to look down and they both started falling. Ben's Spider Sense blared again, waking him up from an illusion. "Hugh? Oh.. just an illusion" said Ben.

"AAAAAAAAGH!" screamed Tsukune.

"Quit being a baby." Ben mentioned.

"WHY?! WE ARE FALLIING TO OUR DOOM!" yelled Tsukune as he started to panic.

"Oh my god." Ben groaned pinching the bridge of his nose before smacking Tsukune in the back of the head, waking him up from an illusion; followed by Tsukune groaning pain. Then, suddenly a rock flew passed Tsukune's face hitting the wall, "Damn bro, you almost got a headshot" Ben whistled.

"Don't. Remind. Me." said Tsukune feeling insulted at that comment.

"Hehehe I did that on purpose" said another giant as he then enters the room with a rock in his hand. This giant was about 7'4, 2 inches taller than the one in the closet, "Hey….you're not masked man."

"Um did this 'masked man' happen to wear red?" Ben asked using air quiotes.

"No. He wore black" said the giant.

"You mean that guy over there?" said Tsukune pointing to the masked man in the corner making the giant then throw the rock at the masked man who dodged and made a run for it. While the giant chased after him. "I was expecting a fight." said Tsukune slightly disappointed.

"Me too but talking was much easier." Ben replied, "We should try that sometime." Ben chuckled causing Tsukune to growl over the last time they tried to talk things out with their opponent.

"What about the masked man?" Tsukune asked slightly worried.

Ben just waved his hand, "Ehh he'll be fine" he said as he heads towards the next door. Then when Ben opened the door to the next room it was just…really dark. "Hey, Tsukune you didn't happen to bring a flashlight, did you?"

"No." said Tsukune. Ben through his hands in the air in defeat as they both treaded the room through darkness, "Find the door yet?"

"Nope" said Ben

"Ow my foot!" Tsukune yelled as he felt something spikey when he stepped on something.

"Hey, Tsukune I found a… switch?" said Ben confused, _Well, more like a lever really._

"Flip it." Tsukune suggested. Ben pulled it and the wall turned over with Ben in it. "Ben? Ben?...BEN!" said Tsukune when he realized that Ben was gone.

Ben suddenly found himself in what appears to be a room with a bunch of buttons. "Hmmmm…" he hummed as decided to press one button and it caused the lights in the room Tsukune was in to light up.

"Um…. Very funny Ben!" said Tsukune as he then looks down on the ground and realized he stepped on a toy which hurt his foot. He then looks around more and then he sees that he seems to be in a dinning room. Then, Ben pressed another button.

Suddenly the globe on the shelf came to life and said in a goofy manner "Hey!"

"AAGH!" yelled Tsukune, taken off guard and startled that a globe suddenly came to life. Ben then pressed another button, causing the globe turned into a clock and started…rapping?

"Time is a tool that you can put on the wall or wear it on your-"

"What the-" said Tsukune as suddenly the clock turned into the dancing computer he and Ben saw earlier.

"I'm a com-" the computer started before Ben pressed another button making the dancing computer turn into a duck eating a fish.

"Fish on my tray.-WAIT WHERE AM I!?" yelled the duck who looked around in a panic.

"OH MY GOD A TALKING DUCK!" Tsukune yelled in disbelief. Then a Ben pressed another this time summoning another creature….thing, it looked like a magnet of some sort. Then the magnet came to life and starts singing gibberish. "What is he singing?" asked Tsukune

"I don't know." Said the duck

And Ben continued to press the same button again, and again, and again, and again, and the singing being keeps changing into random things every time he pushed the button until he stops with the cigarette.

"Stinky Mouth~" the cigarette sang before Ben pressed another button as the it exploded into confetti.

"Glad that's over." Tsukune mumbled with a sigh of relief. Much to his dismay the ordeal was not over as two giant demonic cans came in through the door and started giggling like crazy. "AAAAAAGH!" yelled both the duck and Tsukune as they hugged each other at the same time. Thankfully the wall rotated again bringing Ben back into the room.

"Hey guys what did I miss? Oh cool, Howard the Duck." Ben said with a chuckle. It was not Howard the duck I want to make that clear. _It's okay, that happens to me all the time._ **_So does 'not editing'._** _Fuck you, I try dammit!_

Then the duck and Tsukune point to the demonic cans that turned their attention to Ben. "Get them away! Those things eat organs!" yelled the duck. Ben then just looked at them blankly.

"Guys they are just giant cans. What's the worst thing that can happen?" Ben asked not seeing the danger of the situation.

"THEY TRIED EATING MY INSIDES!" yelled the duck.

"You seem fine to me" said Ben as the cans continuously approach the duck and Tsukune as they both take steps back.

"Ugh.. Fine" Ben groaned as punches the cans before shooting impact webbing to bind them together, followed by webbing them on the wall "See relax. Gotta admit, when I envisioned myself slapping around a large pair of cans, I figured it would be Moka's."

This made the duck and Tsukune calm down. Then Tsukune realized something, "Wait..what?"

"OH! Silver haired Moka, not the Moka you're infatuated with." Ben said, placing his hands up defensively.

"That doesn't exactly make me feel better." Tsukune sighed, "Well, glad that's over."

"Hey fellas any chance you've seen my friends?" the duck questioned.

"Are they also ducks?" Ben asked.

"No. one is a red thing and the other is a yellow boy." the duck explained.

"Didn't we see the red guy go in the computer room?" said Tsukune.

"I think so," said Ben with his thumb and index finger cupping his chin, "Oh well" and then suddenly the phone started ringing and there was awkward silence. The duck decided to walk over to the phone and answer it.

"Hello?" the duck asked before he suddenly disappears.

"Are phones in Hollywood horror movies supposed to do that?" said Tsukune

"Nope, but they do in the Matrix, and if you go passed the second one…well, that is kinda a horror, it's pretty terrifying to watch the directors destroy a cool idea and go a little…overboard." Ben mentioned with a smile. Walking to the next drawer he has seen in a while he hears.. _multiple heavy metal bands?_ "Hmmm, lets see" said Ben opening each one "Let's see…. Metallica, Underoath, 10 Years, Demon Hunter, Soilwork, In Flames, and… ANBERLIN? But Anberlin is an Alt Rock band" Ben complained.

"I never heard of any of those bands… except Metallica" said Tsukune.

"That's because they are famous in the U.S… well except Soilwork and In Flames, they are famous in Sweden" said Ben "I'm surprised Ozzy Osbourne isn't in one of these drawers I'm sure he'd fit in."

Finally walking into another room, filled with trees, they see a note, "Ohh… now I recognize this" said Ben "RUN!" as he and Tsukune both sprinted to the other side in hopes of finding a door… then they see SLENDERMAN DUN DUN DUUUUUUUUUUUUUN!

Author's Corner

 _Wait, wait, wait, seriously? Let it die, it's bad enough Sony is making a movie._ IT'S A WHAT IF, NOTHING IS CANNON! _Okay, point taken…_

Back to story

"AAAGH! WHAT IS THAT ALBINO THING?!" Tsukune panicked when he saw the shadow tentacles of Slenderman's back. Luckily, Ben shot webs at Slenderman but they o,nly phased through the albino bastard.

"Uh OH." said Ben seeing as his web are useless against the slenderdude. Then Ben sees a paper on one of the trees and then sprays a web at it bring it to him.

"What's that?" Tsukune asked, still in full on panic mode.

"Watch," said Ben as he folds the paper into an airplane and throws it causing Slenderman to follow it.

"That was easy…I guess?" said Tsukune with a confused expression.

"Easy? you didn't do shit!" said Ben "Now let's hurry to that door before it comes back." then they both ran into a trapdoor which leads to a desert.

"How!?" questioned Tsukune genuinely surprised that one of the rooms is literally a desert. They then see a snake with a cowboy hat that Ben recognizes.

"Hey, look it's the rattlesnake Jake" said Ben

"Wait you know that snake?" said Tsukune

"It's a long story" said Ben

Author's corner

 ** _Yeah because Terry is too lazy to write a backstory for their meeting._** Shut up or else I'll tell nerd to focus more on Spidey than you! Touché _You guys act like I don't already do that… _Whatever, that's a fanfic for another day. _…I'm not doing it._

Back to the story

"Want to help me rough up some monsters?" said Ben holding out his arm and then the snake slithers up Ben's arm giving Tsukune a bit of chills and then they enter another trapdoor which leads to some sort of bakery.

Then Ben gets a Spider Sense tingle, "Stop" he commanded in a quiet but serious tone causing Tsukune to freeze in his tracks and look at Ben. Then Ben points to something on the floor, and he sees… blood.

"Um... is that a cookie jar?" Tsukune asked.

"Yes. And look at those knives. Knives are not used for cookies." said Ben. This gave Tsukune the chills not only because that made sense but definitely something edible is a killer

" _Well, well, well what do we have here? A couple of kids hungry for a cookie?_ " said a voice in English. And since Ben knew that this monster was edible… why not tease it?

" _Yes… in fact I'm in the mood for a gingerbread cookie._ " said Ben in English, with a grin, in hopes of pissing of the monster to lure it into attacking him or Tsukune.

"Grrrr RAAAAAAAAGH!" said the monster and when Ben turned around he saw a gingerbread cookie with a knife in its hand flying towards his face.

"Oops" said Ben sarcastically as he then shoots the gingerbread man with his web.

" _What the? WHAT DID YOU DO TO ME YOU PIECE IF SHIT!_ " the gingerbread man yelled in English.

"What's it saying?" said Tsukune.

"It's just name calling" said Ben in Japanese.

" _Simple… I am hungry_ ," said Ben licking his lips in English, " _I wonder what the baker's man did this time. I thought your kind were always cowards.. oh wait. That's right you don't have a kind._ "

" _FUCK YOU!_ " said the ginger bread man feeling insulted on a personal level.

" _But then again I'll leave you to Jake_." said Ben as then Jake slithers out of Ben's sleeve onto the ground and over to where the Gingerbread man was tied up in Ben's webs.

" _Hehehhe thirsty little cookie?_ " said Jake as he then shows his fangs and sprays on the gingerbread man's face.

"Ow!" yelled the gingerbread man as he riles in pain and then Jake constricts him choking him.

" _Mm, mm, mm. Gingerbread… I think I'll eat you HAHAHAH_!" said Jake as he constricts the gingerbread man harder and slithers into a little hole.

"AAAAAAAGH" yelled the gingerbread man as Ben and Tsukune hears his screams of being dragged away by Jake and getting eaten.

"Holy shit dude." Tsukune says with a blank face.

"Ah, the gingerbread man. This one was only threatening when he had a weapon. Without one he could only spout insults." said Ben smiling. And then Ben sees another monster paper and sees that Mark Zuckerberg is actually a lizard person, "Dear God…. So many things make much more sense… more than that one lady who tried to put a scandal on Hitman." he puts the paper in his jacket, "Come on we are almost there… At least I think so." he said trying to loosen his collar.

"Almost where?" said Tsukune.

"Dear god, you are very clueless today." Ben sighed, "But what I'm referring to is that we are almost at the end… I'm pretty sure."

"Really?" said Tsukune with tears streaming down his face. Ben pointed to a shiny door and then they both nodded at each other and sprinted towards the shiny door and then when they busted through they saw a little lair in a tree and they bumped into a pot of gold causing it to fall in a hole. "Well, shit." Tsukune pointed out.

Then they heard some humming and a door open, "*Gasp* ME GOLD YE' DAMN HUMANS STOLE ME GOLD!" yelled the voice to which when Ben and Tsukune got a good look at him they saw that it was a leprechaun… an ugly leprechaun.

"No we didn't, dumbass. It fell in there" said Ben pointing to the hole.

"I DON'T BELIVE YA! RAAAAAAGH!" the leprechaun yelled, and he jumps at Ben's face showing it's somewhat sharp teeth only to get webbed to the wall. _I knew I should've brought that giant dude_ Ben thought to himself. "I hope you are happy because I spent centuries collecting those!" said the leprechaun.

"Wait… collecting?" Ben asked, "Then that would mean…." Ben realized something making him smirk, "If that was all collected then that would mean it wasn't originally yours."

"Um… I work?" said the leprechaun with a nervous smil.

"Don't lie. Leprechauns are too lazy to work for gold." said Ben with an even deeper smirk.

"..." said the leprechaun trying not to look guilty as fuck.

"Welp, see ya! Go join your gold" said Ben picking up the leprechaun.

"Wait what are you-whoooooooooooooooooooooooooooooaaaah!" the leprechaun yelled as Ben threw him into the hole the gold fell in.

Then, suddenly, a hallway appeared out of nowhere to which both Ben and Tsukune both walk through. This hallway led to a door to open, revealing another room with a chest.

"No… could it be?" said Ben as he runs over to the chest and then when he opened it and looked inside…. And grabbed something…

"Well?" Tsukune asked excitedly, practically gripping the air.

"TICKETS TO A FALL OUT BOY CONCERT!" said Ben holding out a couple tickets very excitedly, "Wait a minute… these tickets are for their 2007 tour… GOD DAMMIT!" he yelled, throwing the tickets down in anger before stomping on them, "Let's just go." They both walk out the door and it actually led outside the haunted house. "Holy shit, we actually made it…" said Ben.

"Next time we bring everyone else" said Tsukune as they both walk back to their dorms as they do not notice the two giants and rattlesnake Jake exit the house.

"Hey should we check the other rooms that we mi-" Ben began.

"NO!" Tsukune interrupted, feeling he had enough Hollywood horror clichés for a day, "Fuck your stupid horror shit, wait till October!"

Ben only chuckled as Tsukune walked off in anger, "I should show everyone else these." he said excitedly as he brings out the papers he snagged and starts reading them one by one, "Woah, Bill Cosby?! Actually, that makes sense."

THE FUCKING END

Trivia

1) this is filled with so many reference… Oh who am I kidding nearly the entire chapter is basically references

2) Can I have a cookie?

3) I listened to so much horror music despite writing this as more a comedy chapter

4) if it's bad then I'm sorry

5) I hope at least some of you like this what if chapter

6) CAN I GO HOME NOW!?

 _What are you doing?_ My Trivia section, I always have these. **_What, no shameless plug?_** Can I? _No_ / ** _NO._** Awwwww….

 _*sigh* big thanks to Terrence Johnny Stanford for the short._ And special thanks to you for the edit!

Laters Sheeple/ _Laters Sheeple!_

 ** _You literally haven't said that in forever._**


	15. New Semester

**New Semester**

Ben lay in his bed trying to rest after the hell he and his friends went through while in the human world. But at least the nightmare was over. Unfortunately, a whole new nightmare was just beginning.

 **Ben's Dreamscape**

Ben had just recovered from his injuries suffered from Oyakata and he began to make his way towards the giant monster where he's sure he'd find his friend. _Damn, this run is farther than I thought._ he thought as he ran. He heard a loud scream and looked up to see Inner Moka being dug into by the giant plant's vines. "I'm coming Moka!" Ben shouted out as he began sprinting. He did his best to get to where Moka was being held and launched himself upward using a tree. Unfortunately he was grabbed by a vine that began to wrap around his neck and force him to watch as the vines in Moka spread further throughout her body. All he could hear were her screams of pain and all he could do was hang there with tears streaming down his face, _No._ He watched in horror as the vines finally popped out of Moka's jugular causing her whole neck to nearly pop off and only hang on by flaps of her skin. Her cold blood red eyes stared into his soul.

"You've failed me!" her hanging head yelled out.

 **Dreamscape end**

" _NO!_ " Ben had woken up in a cold sweat, his entire mattress drenched. _Damn._ Ben held his head in between his hands nearly ready to begin crying, " _I thought I was passed this. I thought that once I started getting medication I would be fine._ " Ben looked at his medication bottle on his dresser. _Maybe I just have to take more. A little extra dosage to help dull the pain._ He poured the contents out onto the dresser, _It says twice daily. But these are still so frequent. Maybe...maybe if I double the dosage things will be okay._ Ben reached down and picked up two pills and downed then with a glass of water. " _Hopefully this works._ " Ben puts the rest of the pills away and gets back into bed.

Deep in the shadows, a being that is there, but also isn't, watches as Ben tries to cope with his nightmares and his depression. **"You can do as you like, but know that in the end...You can't escape your nightmares!"** The figure seemed to leave and Ben began to toss and turn.

oOoOoOoOoOoOoOoOoOo

 **Tsukune**

oOooOoOoOoOoOoOoOoOo

 **One Month Later...**

Tsukune began the first day of the new semester the way he always does, by knocking on Ben's door to get ready for the day, "Hey Ben, you up yet!?" he asked. Ben opened the door completely dressed for the day. Tsukune smiled at seeing his friend, "You ready?"

Ben blinked a few times seemingly trying to get rid of his drowsiness, "I think so." he said with an exasperated yawn. He grabbed his bag and the two left for class.

On their way to classes they ran into Moka, who was extremely excited to see Tsukune. Moka jumped and nearly tackled Tsukune to the ground, "Can you believe it? One semester down. I can't believe we have kept everything a secret this far."

"It's kinda surreal," Tsukune added, "I thought for sure I would've been found out by now. But, I guess that's all thanks to you guys. You Moka, Ben, Kurumu and Yukari. It's thanks to you guys that I made it this far."

"Don't mention it." Ben said popping his neck. He looked back to see Moka shuffling her feet at Tsukune, which could mean one of two things, "I'ma go on ahead, I've got stuff to take care of." Ben then left the two to themselves. _What? What does he have to do?_ Tsukune thought.

"Um, Tsukune..." Moka asked timidly, "I...want you."

Tsukune's expression went from confused to flustered in a matter of seconds, "Wh-Wh-What?! Moka, what are you saying so suddenly?"

Moka inched closer and placed her hands on Tsukune's chest, "Please...hurry." Tsukune didn't have time to respond before Moka chomped into his neck and began to suck his blood. Tsukune let out a loud scream, one of confusion, disappointment, and pain.

Up ahead Ben could hear the scream and he simply shook his head with a slight grin, "You know, there are days where I think she's the real succubus."

oOoOoOoOoOoOoOoOoOo

In the courtyard, the Newspaper Club met up. Kurumu had a furious expression on her face, "AAAGH!! Moka! You've been drinking Tsukune's blood again, haven't you?" Moka looked away in shyness trying not to look guilty of a crime. Kurumu put Moka in a headlock and began to rub her knuckles in Moka's hair, "I don't care if you are a vampire! If Tsukune dies of anemia I will never forgive you!"

Ben walked up to Tsukune with a blank expression and handed the human a bottle of orange juice. "Thanks." Tsukune replied with a smile. Ben returned it with a light smile, but that soon faded. Though Tsukune wasn't surprised, he had noticed that his friend had looked a little down lately. "Don't worry guys, I'll be fine." he said with confidence, "Now come on, these papers won't hand out themselves!" Everyone cheered with excitement, even Ben found a confetti popper to let off.

As the club handed out papers Tsukune could hear the murmuring of the other students who were astounded by the story, "Wow, they went on an expedition to the human world?"

"They had an encounter with a meta-human? That's terrifying!"

"I don't know about this whole Ghost Rider story though. How do we know these pictures aren't fake or that they just heard rumors?"

"I don't know, that American swears in his article that it was all true."

"That's super trippy!"

 _Wow, these people really love this story._ Tsukune thought before sighing, _Too bad they won't know everything. It's been a whole month and the event at Witches Knoll sparked an Environmental Activist Protest. Things were looking great and that the area would be preserved, at least as a national landmark. But..._ Tsukune looked over at Ben who smiled only when he handed out papers, _It seemed as though the land would be preserved, but a group called SHIELD took over and began investigating. Ben said that his friend gave him information and that SHIELD was occupying the area to keep an eye on other 'Supernatural' beings. He keeps blaming himself for it. After all the work we went through, with all our promise, we still couldn't truly save the knoll. He blames solely himself and I can see that every day._ Tsukune continued to hand out papers and smile as students praised there work. _Still though, it's a learning experience for all of us, one that I'm certain Ben has known for awhile now. You can try your hardest, and sometimes even that isn't good enough._

"Yeah, another popular edition!" Kurumu yelled with glee as she began to hug Tsukune, "We got rid of almost all of them! It's amazing!"

Tsukune looked to Ben to see he was talking with Keito. "I-I can't believe all of that happened." Keito said in shock, "A-Are you all right?"

Ben gave an exasperated sigh, "Not really, I can't shake the feeling that it is all my fault. And on top of that, I've been getting some fucked up nightmares lately." he slammed his fist against a tree to let off some steam, "Damn SHIELD. Can't they leave some people alone for once."

"You seem so considerate towards monsters. I think we may have turned you." Keito said with a chuckle.

"I'm just worried that SHIELD is going to do to Yokai what the world has done to mutants since they were discovered."

Keito fidgeted in place and tapped her fingers together with a light blush on her face, "Y-You sound stressed...m-maybe you need to let go of some steam. If you'd like...we could do something later."

"What, like a date?"

Keito's whole face became red as she began shaking her head quickly, "No, no, no. It doesn't have to be a date! I feel I have to help you out because we are...friends." she said as she swallowed a large lump in her throat.

Ben smiled, "Yeah, you're right. Maybe I just need to relax a little bit. How about later tonight I go over to your dorm and we watch a movie or something. I can even make you something to eat."

Keito didn't know what to say, her whole body was stiff and she just covered her face in embarrassment, "That sounds great, thank you." and she quickly left leaving a confused Ben.

"Was it something I said?" Ben shrugged and walked over to the other members.

"We should celebrate!" Moka announced snapping her fingers, "We could have a 'Successful Back to School' party!"

"That sounds awesome!" Yukari yelled.

"Yeah, I'm in. Ben?" Tsukune asked.

"I may have to bail early, I've got a 'De-Stress Movie Viewing' party later on." Ben replied.

"He means he has a date." Kurumu said, "With Keito." the succubus said as she wiggled her eyebrows at meta, "Yeah, you guys are gonna have a real 'De-Stressing' party later." she smiled devilishly whilst making a wanking motion.

"Wait, what?" Ben asked.

"Oh, don't play dumb! You know what she wants!" Ben stared at Kurumu with a blank face, "You cannot be this stupid. She wants your-"

"No, I got what you were saying. But I don't think that is the case. I mean, she just said it wasn't a date."

"Were we even looking at the same person here!?"

"Well enough of that," Moka said trying to change the...awkward subject, "Wait, should we tell Gin?"

"Oh, that idiot is probably off putting the moves on some girl," Kurumu said waving her hand, "Don't even bother."

"He's an enemy to womankind!" Yukari added. She then started to giggle to herself, "I wanna drink a beer!"

"What are you talking about Yukari, you're too young to drink." Tsukune added.

"She is on to something though," Kurumu said with a smile, "What if we got some sake? Ben would you drink that?"

"I don't think I can drink alcohol." Ben said with a smile.

"Oh, because you are technically not even a year old?" Kurumu said, somewhat thoughtfully actually.

"No, because my metabolism is so strong that I may actually piss out the alcohol before I feel the effects." Ben said rubbing his neck. Kurumu looked confused, "I don't think I can get drunk."

Kurumu gasped in surprise, "A fate worse than death!" she joked.

Ben heard footsteps approach them and soon a new voice was heard, "Wow you guys like, actually like each other and shit? That's weird." Tsukune looked at the new girl. She had long icy blue hair with a violet tint, her eyes matched her hair, she wore a black and white sweatshirt that looked a little big on her as it was almost down to her skirt ends. She wore white shoes and knee high purple and violet striped socks, as well as a belt around her thigh...for some reason.

Before Tsukune knew it the girl was all up in his face, "Agh! Who are you, where is your uniform?"

The girl looked him up and down and smiled, a light blush forming, "So, you're Tsukune Aono, huh? Cuter than I expected." she said popping the lolipop out of her mouth and back in. "I'm taking a newspaper!" she announced before leaving.

"Who was that?" Moka questioned.

" _Another girl to add to the harem._ " Ben added in english with a chuckle.

"What the hell did she want?" Kurumu asked already letting her jealousy show.

"Well, let's not get worked up over that. Let's just enjoy our party!" Moka announced with a fist pump.

oOoOoOoOoOoOoOoOoOo

 **Ben**

oOoOoOoOoOoOoOoOoOo

Ben and the others, minus Yukari, sat in homeroom to prepare for the first official day of the semester. "Good morning everyone!" Nekonome announced with a bounce in her step, "I hope all of you had a wonderful summer vacation. Now without further ado...let's start homeroom!" Ben turned to his side to see Tsukune smiling and staring off into space, _The hell is he all excited about?_ Ben thought, _I wish I had a life like his sometimes. God he's lucky._ **He has it easy.** _Yeah, he does have it easy._ Ben blinked a few times before cleaning out his ear, _I must be having an inner monologue._ "First off," Nekonome continued, gaining Ben's attention again, "Welcome to second semester! Time to choose class officers!" _Class Officers?_ The class didn't seem too keen on the idea as a whole, "Meow, we have the festival in the second semester, so we need people to take charge. One President, one Vice President and a Secretary." Nekonome pointed to the chalkboard, "So, nominations? Anyone." The class continued to talk amongst themselves, not really talking about nominations.

"I've got a nomination." a female voice said by the door. Everyone turned and Ben noticed it was the girl they saw earlier, the one who grabbed the paper.

"Oh." Nekonome said with a frown, "Miss Shirayuki, I didn't know you were here." Nekonome looked around the room, "It seems I had given Mr. Reilly your seat in your absence." _What the fuck she's in my class?_ Ben picked up his stuff and moved over to Kurumu's desk.

"There, take my seat." Ben said.

"Oh, Mr. Reilly you don't-"

"Nope, it wasn't my seat to begin with. It'd be wrong of me to keep it." Ben looked at Kurumu, "Scoot, we'll share."

"Hell no! these seats are small as is." Kurumu argued. Ben just rolled his eyes and moved Kurumu's stuff over as he placed his on the same desk. Then Ben shot a web line at the ceiling and he hung upside down. "Oh."

Nekonome chose not to say anything and went back to Shirayuki, "Who was your nomination?"

"I think Tsukune Aono would make a great class prez." she said before sitting in her seat. "Also, could I borrow a pencil." she was answered by Ben tossing her a mechanical pencil onto her desk, "Thanks...weird spider-dude."

Nekonome thought about the nomination before smiling, "Then I suppose we have our first candidate!"

"Wait, what!?" Tsukune asked in surprise. Everyone began clapping and cheering, "Why are you clapping? Stop, I won't do it. You need a...a...BEN REILLY! I nominate Ben Reilly!"

"Oh, I can't be president, you see I have a massive sexual misconduct scandal that prevents me from participating." Ben lied.

"What the hell did you do!"

"I...groped Kurumu..." Tsukune cocked an eyebrow in confusion before Ben gave himself a handful of Kurumu's chest, "Woah, wait is this what it feels like. Holly hell, this is like a pillow had pillows."

"I hate you." Tsukune growled. Followed by Kurumu smacking Ben across his face hurting her hand more than she hurt him.

oOoOoOoOoOoOoOoOoOo

After class Kurumu decided to have a nice heart to heart chat with Ben, "WHAT THE FUCK!?" she yelled repeatedly hitting Ben.

"Look, I just didn't want any part of that. I kinda panicked." Ben said he had panicked, but he is being overly calm. Kurumu looks into his eyes and it's almost as if they are devoid of any emotion.

"God, I can't believe you! And don't tell me you panicked, you had that planned out didn't you?"

"The only thing I planned out was moving to your desk." Ben said with a shrug.

"And that's another thing," Kurumu continuously waved her finger in Ben's face, "Why the hell did you move by me anyways? Why not Tsukune or Moka?"

"Because you struggle the most out of us. I wanted to be a good friend and help you out."

Kurumu was speechless, she hadn't expected Ben to say he wanted to help her, but she definitely didn't think he considered her a friend, "Oh. That is really nice of you. B-But don't think I'll forgive what you did so easily!"

Ben shrugged, "That's fine. I accept that. At least you helped me out with something."

"And what's that?" Kurumu asked skeptically.

"I'm not gonna live super long. And I don't have any skills with chicks. Hell, I probably won't find love in my lifetime. But, at least I can die with a new appreciation for breasts." again, seemingly no emotion and Kurumu didn't know if he was happy or sad. All he did was ruffle her hair and then leave.

Kurumu began nervously rubbing her arms, "Ben...please be okay."

Ben decide he would walk back to his dorm and wait until the party later that day. As he was walking he passed by that new girl, Shirayuki, and he stopped her, "Hey."

She looked at him blankly, "What?"

"You're in our class right? What was your name, I don't think I caught it." Ben asked while pointing at her. She didn't say anything so he continued, "I noticed you seem to have some sort of respect for my friend, so I just wanted to know."

The girl took the lolipop out of her mouth and smacked her lips, "Mizore Shirayuki."

Ben nodded, "Well, I'm Ben Reilly-"

"I know who you are." Mizore interupted, "You're the lone American at this school. A Yank, a trouble maker. You helped take down the ex-leader of the enforcers. You are also notorious for running around this school and breaking the rules with the sense of 'Vigilantism' by wearing a mask." she almost scoffed, "You're no hero though. You hide just like everybody else, because you are scared. You and I are really similar actually."

"Okay, I don't know what you heard, but I can guarantee you we aren't even close to the same."

"Oh? And what makes you say that?" Mizore asked, "I see it in the articles you write. When you helped save those girls from the art teacher, you showed an intense amount of lamentation towards the girls. You blamed yourself for not being able to help them sooner. But you also held great anger towards the teacher that had done it. You know the teacher was responsible, but you blame yourself because it's the only thing that makes sense to you. 'Adults shouldn't do this' you tell yourself." _What the fuck has this girl gone through?_ Ben thought, _She may be projecting a little too much. I should keep an eye on her just in case._ "Besides," Mizore continued, "we have the same eyes."

"Uh, no. My eyes are blue and American. Your eyes are like an icy blueish violet." Ben argued.

Mizore shook her head, "That's not what I meant. Your eyes," she continued, "you really can't see them? They are eyes that have seen the horrors or the world. Eyes that have given up. You don't care what happens to you, and you are truly blank. Eyes are windows to the soul, and the soul I see is dying, no emotion, no hope. I know that look." she turned and continued to walk away, "So long 'Scarlet Spider'."

" _What the fuck?_ " Ben asked himself, " _I-I don't actually look that way...do I?_ " Ben looked in a mirror and he had no idea what the girl was talking about. " _Maybe she's just crazy._ "

Ben continued back to his dorm and saw Moka walking alone. "Hey, Moka. What's up? Why are you alone?" Ben asked.

Moka sighed, "Oh, I tried to get Tsukune to come with me to get snacks, but he just got frustrated and stomped off." she began to slump in disappointment, "I was really hoping with some time alone with him too."

"D-Do you need company?" Ben asked.

"Oh, Ben you mean it!?" she asked excitedly. Ben nodded and Moka began telling him what happened.

"That blows." Ben said as he grabbed some snacks for the party, "But looking at Tsukune's situation...you probably ignored him, huh?"

"I-I wasn't ignoring him!" Moka said defensively, _**I was, who are we talking about**_ Moka's 'Inner' self asked.

"Tsukune." Moka and Ben said in unison.

 _ **Hm? Oh yeah. Poor sap, doesn't even belong in a position of power.**_

"That's kinda harsh." Ben mentioned.

 _ **Sorry, I'm not exactly a nice**_ _ **person.**_ "Can we focus?" Moka said. The group then heard chatter behind them, "Hold on, that sounds like Tsukune and that new girl!" Moka then pulled Ben behind a pillar so they could spy on them. Ben not wanting to be standing behind Moka jumped over her and stuck to the pillar with his head towards the ground so when the two peered the 'corner' his head was just above hers. "What are they saying?" Moka asked.

"Shh." Ben listened in the best he could, focusing only on their voices.

"...So basically I missed the first semester, people make me nervous. But I was always happy to get the newspaper that Nekonome would deliver to my dorm. That's how I got to know your work. I liked it so much I put in all your best articles in this scrapbook!" _Okay, redflags._ Ben thought. On Tsukune's end he was visibly shaking, and Ben noticed. _Whatever he's seeing is freaking him out. Just play it cool Tsukune._ Tsukune looked at the "scrapbook" that had dozens of markings all over it that said things like, "Forever Mine" or "Love at first sight".

"See," Mizore continued, "I wrote down my thoughts about the articles." she beamed with joy.

"You call these 'thoughts'?" Tsukune asked trying not to sound frustrated or scared.

Mizore blushed, not taking the hint, "Yeah. I love your work. They're always written from the perspective of the underdog! It's so compassionate." she twiddled her thumbs and fidgeted in place, "We're so alike...you know? We must be soulmates. You feel the lonlieness too, don't you." Tsukune could only look on in fear his heart beating faster and faster by the second.

Moka, after hearing the conversation almost let out a gasp. Suddenly, a hand covered her mouth and she was pulled up to the ceiling just before Mizore could turn around and spot her. Ben held a finger against his lips causing Moka to nod. Ben then held Moka to his back as he crawled away from the area stealthily. _Things aren't looking good._

oOoOoOoOoOoOoOoOoOo

"A stalker?" Yukari asked Kurumu as the two walked around just the outside of the main building. Kurumu had just made some cookies for the party and Yukari was helping.

"Yeah, some chick in our class has been following Tsukune around all day!" Kurumu complained, "Clinging to his arm like a sick puppy...lucky bitch." she grumbled.

Yukari didn't exactly approve of the descriptor, but she didn't know what the girl was like, and if she was like the way Kurumu described her, "Stalkers are seriously scary." Yukari mentioned, "I guess at the beginning of the last semester some girl had a crush on a teacher," Kurumu cringed at the information, "Naturally he rejected her...then she froze him in ice!"

"In ice? That's cold."Kurumusaid, not realizing the pun she had just made.

Yukari snickered, "I think Ben is rubbing off on you...though since you are a succubus that shouldn't be anything new to you right?" Yukari joked with a smug expression.

"Oh shut up! Don't act all clever just because an innuendo fell on your lap!" Kurumu snapped. "Uh, speaking of Ben. Does he seem a little...off?"

Yukari sighed, "Tsukune had said that Ben feels responsible for Witches Knoll being turned into some kind of SHIELD research camp. Guess he hasn't let it go."

"It's been a whole month. Just let it go!" Kurumu complained. "Whatever, we can't hang on the past, we have to look towards the future!" she shouted proudly as she held her plate of cookies, "That's why I made a special plate of cookies for the party! They're laced with a love potion! So when Tsukune takes a bite he'll fall for me for sure!"

"Amazing," Yukari shouted, "not only did you not think about your plan backfiring if Ben were to eat the cookies, but you are actually creepier than the stalker!"

oOoOoOoOoOoOoOoOoOo

 **Tsukune**

oOoOoOoOoOoOoOoOoOo

Tsukune, after being dragged along all day, begrudgingly agreed to go to the lake near the school with Mizore. Though he was here, his whole body told him it was a bad idea, _I wonder if this is what 'Spider Sense' is like._ he thought. Tsukune looked on as Mizore skipped rocks across the lake, "Didja see that!?" Mizore's eyes seemed to beam with joy, "Didja see that Tsukune, didja!? Nine skips! Nine!"

Tsukune clapped not responding to what Mizore asked, "Ummm...Shirayuki...There's actually somewhere I have to be." Tsukune acted as if he was checking a watch, "Do you mind if I go?" Tsukune turned to leave and almost immediately felt his waist get wrapped by Mizore.

"C'mon Tsukune, you can't leave yet. It's your turn!" Mizore said playfully, "You're so lame, you haven't even beat four skips yet!" _How did I know I wasn't getting away?_ Tsukune fidgeted uncomfortably, _Dammit, the party's bound to have started by now. I don't think I can convince her to let me go!_

Mizore let go suddenly and stepped back slowly. This action, though appreciated, still gave Tsukune the absolute chills. "Oh," Mizore said quietly, "I suppose you want to go see...her." Tsukune looked on in horror, _Oh my Spider Senses are tingling._ "Well don't go. It might not be good...for her." Mizore stood at the edge of the lake, a strange fog began to form from her feet, "In fact...it may already be too late." _Redflags, redflags!_ "After all, you are destined...to be mine!"

oOoOoOoOoOoOoOoOoOo

 **Ben**

oOoOoOoOoOoOoOoOoOo

Moka lied across a desk surrounded by the snacks that her and Ben had grabbed for the party. The only people in the club room were her and Ben. Ben was hunched over in a chair sweating bullets, " _Fuck."_ Ben said under his breath as he rubbed his forehead.

"Oh Tsukune, where are you." Moka whispered. "You think he's with that Shirayuki girl Ben?" Moka looked up at Ben who seemed to be hyperventilating, "Ben are you alright? You should go wash off. You look sick." Ben nodded and ran out of the room.

Ben ran into the nearest restroom and immediately unloaded vomit into a toilet, " _Oh my God..._ " Ben's eyes became red and his vision blurred, " _What the fuck is going on?_ " **Nothing to worry about.** " _How can I be sure?_ " **Have I taken my medicine?** " _Yeah, have I taken my medicine?_ " Ben pulled out his meds and popped two in his mouth, using his hand to drink water from the sink to wash it down. _I'll be okay, I'll be okay_ Ben looked in the mirror and saw his eyes were dialated, " _What the fuck..? Must be a reaction to something._ "

"GAAAAAH!" Ben heard a familiar scream from down the hall.

"Moka." Ben rushed out of the stall and sprinted towards the club room. At the door frame, he could easily see Mizore strangling Moka and Moka trying to escape with all her might. _No!_ **Don't let your friend die. Show her pain.** Ben scrunched his eyebrows in anger and lunged forward. "Let go of her you crazy bitch!" Ben sent one punch and connected with the girls jaw. There was so much force in the punch that Ben knocked the girl's jaw completely off. _Holy fuck! What have I done?!_ Ben thought in horror.

"Ben!" Moka shouted in horror, not just at her ordeal, but watching her friend potentially murder someone. She dug her face into Ben's chest and avoided eye contact. "Ben, what did you do?"

"I-I didn't mean too. I was worried about you. I never wanted to do that." Ben hugged Moka to comfort her, "We have to find Tsukune." just as the two began to leave Mizore got up and they could see she was made of ice. "A fake?" Ben asked, relieved he hadn't killed someone.

"What the hell is that!?" the two turned around to see Kurumu and Yukari look on in fear at the ice clone. "It's that Mizore chick!" Kurumu shouted.

"Pretty soon she's about to become shaved ice." Yukari said as she brought out her wand. The Mizore clone stepped forward and once again was punched by Ben, this time in the chest causing the whole clone to shatter.

Everyone looked at Ben like he was some sort of psychopath. "Our Ben has definitely changed." Moka commented lowly recieving nods from the others.

"It's just a clone. There could be others." Ben said with a serious expression, "We have to help Tsukune, I bet he's with the real one."

oOoOoOoOoOoOoOoOoOo

Tsukune had been thrown to the ground in defying Mizore. He slid across the ground until he was in the middle of the lake, only it was completely frozen! "Wh-What's going on? The whole lake froze over? But how?" a giggle was heard from behind and Tsukune began to shiver in place.

"Hehehe...I'm not letting you go. Not as long as I control ice." Mizore flicked her wrist and she created another ice doll right before his eyes. "See? I can even create a living replica of myself." multiple clones then came out and grabbed onto Tsukune as they were forming. Tsukune looked up and saw Mizore had changed. Her hair stuck out in all directions and was made of ice, and her hands became large ice-like claws. "Tsukune...don't ever leave me." Tsukune struggled in place, but still couldn't get free, "It's no use. If I freeze you, you won't be able to go anywhere. You'll be all mine then...won't you?"

"Shirayuki, this is crazy. Deep down you know this isn't right." Tsukune tried to reason.

"Tsukune, we were meant to be together." Mizore explained as she caressed Tsukune's chin, "We're drawn together because we are both on our own. We understand each other like no one else can. We can warm each other's frozen hearts. You're all I have, that's why I'm going to make you mine and mine alone."

"H-Hold on," Tsukune pleaded, "who said I was on my own?"

Mizore tilted her head in confusion, "You did. When you were talking to that pink headed bitch. You said, 'I want to make it at this school on my own'." Tsukune widened his eyes in realization that what she said was true. His eyes began to close his eyes slowly as his whole body began to be engulfed in ice.

"Tsukune!" Tsukune's eye's widened when he heard Moka yell for him. To his surprise she was being brought to him by Kurumu.

"No, it can't be! You should be dead!" Mizore yelled in frustration.

"If it wasn't for your clone, you would be too!" Kurumu taunted.

"What?" Mizore asked as the two got closer and closer. Raising her hands up Mizore began to summon ice spikes all along the ground, "You stay away from him!"

"Hey deadeye!" Mizore turned and was punched in the gut by Ben and was launched across the lake. The resulting punch caused Mizore to mess up her attack, giving Kurumu and Moka time to dodge...albeit badly as Moka ran chest first into Tsukune. Tsukune ended up grabbing the rosary and tore it off unwittingly. Mizore stood up and looked at the group with an amused expression.

"You act like you have won already, but look, it's just you and me. I have the advantage here." Mizore began to summon more ice clones.

Light began to shine and Moka's true form was revealed before the snow woman. "Tch. An abominable snow-girl." she looked over at Ben who was in a bored slumped over stance, "Whatever. You're clearly bored. I'll end this quickly."

"A vampire?" Mizore questioned, "Who cares, I'll-" before Mizore could finish her threat Moka dashed forward and power kicked her in the gut, sending the girl flying across the lake and into her own ice, "AAAGGHHHHH!"

The students stood in silence before Tsukune said something, "Thanks Moka, you saved my life...again." he said with slumped shoulders.

Moka tilted her head in Tsukune's direction, "It's good that you want to be strong in your own right." Moka mentioned making Tsukune widen his eyes surprised that she was even talking to him, "But Moka was terribly alone until you came. You're helping her just as much as she is helping you." Moka finished with a smirk that brightened up Tsukune's whole mood.

"Oh Tsukune!" Kurumu cried out while tackling the boy, "I was so worried!"

Moka shook her head and turned towards Ben...who was currently puking his guts out. " _What the hell happened to you?_ "

Ben got up and wiped his mouth, " _Nothing, I'm fine._ "

" _Ben, you don't have to act tough. If you're sick, you're sick._ "

Ben scoffed, " _Thanks for the advice. I'm fine, quit digging._ "

Ben turned around to walk away when he felt his wrist get grabbed by Moka, " _Ben, she's worried about you. You're not yourself._ "

" _Who said?_ "

" _I did, I don't think I heard you make a single shitty joke._ "

Ben yanked his arm free from her grasp, **She doesn't understand.** " _You don't understand._ " **This isn't any of her business.** " _This isn't any of your business. I'm fine._ " Ben walked over to where Mizore was last scene and noticed she had disappeared, " _Ah, shit._ "

" _What are you going to do? Search for her?_ " Moka asked.

" _No, I have things I have to do._ " Ben turned to leave, but before he did he looked back at Moka, " _Stop worrying about me. It's better if you just don't care._ "

Moka stared at Ben as he left, not saying anything. The only thing that came out of her mouth was an exasperated sigh.

oOoOoOoOoOoOoOoOoOo

Ben walked to the dorms and finally made it to Keito's dorm. He swallowed the lump in his throat and knocked on the door. Keito opened the door completely flustered, "Oh. Ben! I completely forgot, I have a lot of paperwork to do. Please forgive me! Another time." she closed the door and Ben was left there, mouth agape completely shocked.

" _Good job Ben, you snapped at your friends, the villain got away, and your date cancelled._ " he stopped dead in his tracks and groaned, " _God, I'm turning into Peter!_ " Ben returned to his dorm that night with one thought. _I need to ask for some advice._

 **A/N: And now Ben is back to his old antics. Has he truly gone insane or are their darker forces at work?**

 **But it's good to be back. Ben's story should continue next, but I may put out another Spider-Man chapter first.**

 **Well, what will happen to Ben now? Find out in the next chapter. Though if you read the manga, you should already know what's coming.**

 **Also quick question: Who is best girl? Let me know via Review or PM.**


	16. The Other Brother

**The Other Brother**

 ** _One Shot Special_**

My name...is Kaine Parker. If you are reading this then you may know who I am, but for those of you that don't, let me give you a synopsis. A couple months ago I was created, brought into this world by a company called A.I.M. and a scinetist named "The Jackal" I was created to be the perfect clone of the crime fighting vigilante The "Amazing" Spider-Man. Some perfect clone I turned out to be. I lacked some of his key features like his ability to sense danger as it approaches him. What I lost in semi-omnipotence I gained in strength and superior ability. Unlike my template I can spin organic webbing, can see in the dark and retractable stingers that I can use to inflict damage on my opponents. I know my whole life story, and yet I don't know who I am. If you find this, then make sure that experiments like me are never created again. God knows how awful that last clone invasion worked out.

oOoOoOoOoOoOoOoOo

Kaine folded the piece of paper and placed it in the inner pocket of his green overcoat. He wasn't necessarily trying to blend in, but he didn't have too. His long hair is enough of disguise from anyone who may think that he looks like his template. But with his coat he also wore a maroon hoodie and dark green pants. He wore a pair of Converse that he knocked off from a Sears just so he had shoes. With the absence of Spider-Man and his clone brethren Ben Reilly, Kaine had been somewhat left to himself in New York. Occasionally, when they were here, he'd run into the two of them doing one thing or another, but almost immediately would be scolded for helping. It's not his fault he's aggressive, he's just created that way.

The night was dark and the lower Manhattan nightlife was alive. Prostitutes, tourists, drunks, they looked the same after awhile. God forbid if he actually ran into a drunk tourist hooker. _Damn people! Get out of the way, be a nuisance Jersey!_ A scream was let out by what sounded to be a middle aged woman, "He stole my purse! Somebody stop him!" Kaine turned to see the mugger running in his direction. Holding his arm up Kaine clotheslined the purse snatcher at his face, breaking the man's nose and shattering some of his teeth.

"Don't steal." Kaine said dryly as he picked up the purse and returned it to the woman.

"Ohmygod, thank you!" the woman hugged her purse with joy. Kaine could smell the alcohol on her breath, bourbon, a lot of it too. She must have been kicked out of the bar recently he thought. "You-You-You're my h-hero. _*hiccup*_ " the lady said with a drunken smile before she blew Kaine a kiss.

"Hmph." Kaine put his hands in his pockets and walked in the other direction.

The girl scoffed at his gesture, "Yeah well _*hic*_ w-whatever you ugly bastard! _*hic*_ Guess you won't be getting any of theash!" she slurred as she pushed up her breasts and flipped off Kaine as he walked away.

"Whatever...bimbo." Kaine walked for a little while longer and eventually crossed the Queensboro bridge to get to Queens. Gunshots were heard in the distance, _Sounds like fun._ Kaine got himself a running start before jumping high into the air and shooting a web line against a building and swinging his way towards the noise.

The gunshots continued to blare as a group of gang members were holding themselves off against Frank Castle: The Punisher. "Ain't no one afraid some ex-Army with PTSD!" one of the black members yelled out as he fired more rounds at the Punisher's form of cover.

The Punisher took a drag of his cigarette before putting it out on next to the sidewalk. "Yeah, right." Frank pulled out a flash grenade and tossed it at the group of gang members ahead of him.

"Oh shi-" one of the men shouted out before the flash went off blinding all of them in the small area. Frank quickly moved out from cover and rushed the group of men, slamming the first one he saw into the hood of the car they used for cover before he shot him in the head. The others finally regained their sight and tried shooting the Punisher, but he seemed to be untouchable as he moved behind the cover of the car and then quickly shot the feet of anyone that was uncovered. Most of the men fell to the ground in pain. Frank then got out from cover and tossed a knife at one of the men he couldn't get and got his arm prompting the man to scream in pain. Castle then moved to a man who began to get up and kicked him in the face before shooting him with the military grade rifle that the gang member had acquired. _Strange_ Frank thought. He was brought back to reality when one of the men shot his chest, Frank was wearing a bullet proof vest sure, but it still hurt. Frank quickly disposed of the man that shot him by shooting him in the face.

The final member, the black man from earlier, pulled out a Glock and went to fire at the Punisher's head while his back was turned. Suddenly a sticky strand attached itself to the gun and stopped it from firing, it then was yanked from the man's hand, "What the-" the man couldn't finish his thought as his head was forcibly slammed against the trunk of the sedan "GYCK!" the man yelled out as his face was smashed.

Punisher turned and faced the new arrival, Kaine. "I could have taken care of it."

"Tch. I don't think a human like you could survive a bullet to the head. But if you truly feel that way, the next time it happens I'll be sure to let him shoot you." Kaine retorted. "And don't worry, he's still alive."

"Good, maybe he can give me answers on why low level thugs like these guys have military grade weapons." Punisher picked up the man from the indent in the trunk, his face a bloody mess. It was a miracle he was alive at all.

Kaine waved his hand and began walking away, "I could care less. Queens is Spider-Man's turf. And if things get bad with him not here, then that's his problem." Kaine shot a web line and swung away from the skirmish.

"Sheesh, I think I prefer the Web Head." Punisher said before he began his interrogation.

oOoOoOoOoOoOoOoOo

Kaine landed by Midtown high and continued the rest of his trek on foot. _Gang members with military weapons._ Kaine thought, _Sounds like Parker has a job to do when he comes home._ Kaine walked further down the road until he heard a sharp scream of pain. He turned his head and saw a figure slip into an alleyway. He squinted his eyes to try and make out what or who it was, but even with his enhanced vision he couldn't make out a face. _Damn._ Sprinting towards the alley Kaine came face to face with a body lying against the wall. Her lifeless eye's staring into nothingness. Kaine stared at the unmoving body and closed her eyes out of decency. _The killer is close. He couldn't have gotten far._ Sprinting through the alleyway Kaine made chase after the man that killed the poor girl following the trail of blood he was leaving.

"Killing an innocent girl for your sick pleasure, I will be sure you feel pain!" running up a wall and jumping on top of the roof of the school Kaine saw an image of the murder's back, "Haha, run as fast as you can, but if you think that girl was hurting just wait till I rip your skin off with my bare hand!" eventually after a long chase Kaine caught up with the man in the middle of the Midtown Football Stadium, "What was the point to bring me here huh?" Kaine asked, "It would have been more beneficial for you to try and corner me." the man turned around and showed his blood red eyes to Kaine.

"Oh, but I have." the man said chuckling.

Suddenly Kaine felt something sharp bite down on his neck, "AAAGGGHH!" Kaine retracted the stinger on his left hand and jabbed it through the forehead of whatever was biting his neck. Using his adhesive abilities he threw the being off of him removing his stinger and it's skin off of it's face. The monster screamed in pain and held it's throat while a large fleshy hand print was left on his face.

"Taaaaiiinted!" it screeched. _Vampires?_ Kaine thought.

"No matter, I'll just have to take you on." the lights of the stadium came on and Kaine could see he was surrounded by the vampiric monsters, "...Shit." They all perched menacingly on the bleachers and lights as they moved closer to Kaine.

"We can't eat you, but you've been a pain. So the less of you there is, the better." the Vampire Kaine was chasing said.

"Well, it's a good think Parker and Ben are MIA." Kaine smirked as his stingers popped out of his wrists, "Fine! I can have some fun like this!" the Vampire charged, but Kaine's reaction speed was too fast and he sidestepped the Vampire sticking one of his stingers deep in the creatures chest. It coughed out blood as Kaine proceeded to maul the beast before crushing it's skull. The others looked on in horror, a human defeating a legendary Vampire, practically unheard of. Kaine looked up at the others watching him as he raised his bloody fist in the air, "You want some too!?!"

The others looked at each other unsure of what to do, "Ragh! He's just a human!" one snarled before he jumped down with many others following behind. The first one to reach Kaine was greeted with a palm to his face, followed by a burning sensation, "AGGGGGHHHHH!!" he screamed in agony as his skin was burned from his face leaving a red hand print, The Mark of Kaine. The vampire was picked up and thrown forward at his brethren, knocking many of them down.

Multiple vampires launched at Kaine with long sharp nails protruding from their finger tips. Kaine, thinking quickly, jumped out of the way and shot a web line at them attaching them together, before using his momentum to spin them around and slam them into the ground. He landed and barely heard the sound of one behind him before he got punched in his jaw by some excruciating force. The vampires began to surround him as they all tried to get a piece of him after he killed one of their own. "Any last words, human?" a gruff, smokers lung, sounding vampire asked.

"Yeah," Kaine took a deep breath, "what the hell are you doing in Queens?" the vampire only chuckled before he cocked his fist back to launch into Kaine's chest. Kaine then spit blood into the eye's of the vampire to temporarily blind him, allowing himself to get up--only to be put into a full nelson by another vampire. Kaine put up a fight, the vampires couldn't deny that. He managed to take out another four of their group before he was finally subdued. Kaine was held down by five of the creatures and their combined strength was too much for him.

"Now we take what is ours-" a canister dropped in the middle of the group and they all collectively widened their eyes before the canister exploded with a blinding light that sent a sharp pain to Kaine's retinas.

"Are you alright?" Kaine opened his eyes, still a little hazy, to see a tall dark figure with ash covering the football field. "It was a UV canister. It simulates the light of the sun to fry the vampires on sight." Kaine opened his mouth before he was interrupted, "No, I'm not a mind reader, I just figured you'd ask where they all went." Kaine got to his feet rather quickly and faced the man who placed his weapons back into their sheaths.

"Are you the one called 'Blade'?" Kaine asked. The man nodded. "What are you doing in Queens?"

"I was following some of these blood suckers hoping to find their hide out. Looks like all I found was a trap." Blade said with a grimace.

"A trap laid out for you?"

"Unsure." Blade sighed, "Look, if you see more, give me a call." Blade handed Kaine a flip phone with one contact on it. "Stay frosty kid."

oOoOoOoOoOoOoOoOoOo

Kaine sighed as he walked to an abandoned warehouse that he had been staying in. If anyone were to see what his sleeping arrangements were, most would definitely say he was a minimalist, or spartan. Just a few blankets and a lamp. Kaine hung up his jacket and kicked off his shoes. Laying down onto the blankets, Kaine stared at the ceiling listening to sirens in the distance blaring. _Forget it, not my problem._ He listened to the sounds of nighttime Queens for a few more hours before shutting his eyes and going to sleep.

oOoOoOoOoOoOoOoOo

The next morning Kaine walked outside to find a multiple car crashes and blood splattered on the windshields. Police had the whole area blocked off with yellow tape. _Hmm. Could it be related to last night._ Kaine was about to to leave and let the police handle the situation. **'Look, if you see more, give me a call.'** Blade's words rang through Kaine's head the farther he got from the crime scene. _God dammit._ Kaine thought as he turned on his heel and walked back to the crime. "Hey, you can't be here!" an officer called out as Kaine just walked into the crime scene. Kaine took a deep breath before he jabbed the man on the top of his crown, knocking him out cold. Kaine looked in the car to find nothing that could interest him...however, he was able to find something that could be of use to Blade.

Kaine pulled out the flip phone Blade gave him and called his contact, ' _Hello?_ '

"Blade, I think I found something. I'll send you my location." Kaine immediately hung up and waited for the vampire hunter. After a few hours of standing in the sunlight the vampire hunter finally arrived wearing a flak jacket and shades. "It's in the car. Looks like it could help you out." Kaine pointed to the passenger seat where Blade then picked up a piece of paper that had some blood stains on it.

"This is an important find." Blade said as he waved the paper up and down.

"Is that right? Well, glad I could help. I'll be seeing you-"

"Woah, woah, woah. Don't you want to take down this guy? The one doing this to your town?" Blade asked as Kaine walked away.

"Not my town," Kaine said with a shrug, "Spider-Man never should've bailed."

"Don't you understand, what's going on is bigger than Spider-Man, bigger than this city! This is a global threat, and as much as I hate to admit it, I'm gonna need your help."

Kaine stopped and could only sigh, "And what would you need my help for?"

"You can't turn, which makes you an unsuspecting weapon against them." Blade pointed at the dead man in the driver's seat, "What happens if more people end up like that? What about your family, kid?"

"Don't have one." Kaine turned around and began walking again.

"Dammit man! Did Spider-Man teach you nothing!?" Blade said furiously as he punched the car, "What about these people, huh? What have they done to deserve this!?" Kaine just waved off Blade and kept walking, "Didn't you ever learn? What was that thing Spider-Man used to say, 'With Great Power..."

Kaine stopped in his tracks and sighed, "...comes great responsibility'. God dammit." Kaine turned back around and shrugged with his hands in his pockets, "So what do you want me to do?"

"Look, I know you don't like the idea of any of this. But try to remember, that if 'Great power comes great responsibility' doesn't do it for you, then how about this: 'If people have power, but abuse it, then someone must take responsibility to take them down'. Now tell me, will you be that someone?" Blade held out his hand waiting an answer. Kaine thought for a minute, _Fucking fine!_ Kaine took Blade's hand and shook it. "Glad we could come to an agreement." Blade smirked.

Blade put Kaine in his van as he drove to his New York hideout, "So, we don't know what these freaks want then?" Kaine asked.

"No. They just started popping up, I've never seen so many at once that didn't have a definitive master."

"Dracula?" Kaine suggested.

"Obvious guess, but not likely." Blade mentioned, "Dracula has been dead for some time now. Unfortunately he has clones that pop up from time to time."

Kaine rolled his eyes in annoyance, "Christ." Kaine looked out the window and noticed they were heading more upstate, "So, what's the plan then?"

"I have contacts that will be assisting us. Giving us possible locations and the like." Blade turned down an unmarked road that was surrounded by trees, "But don't get the facts twisted, it will be just you and me down there doing the work. My contacts tend to stay out of these situations."

"Well, I'm used to being on my own anyways." Kaine said as he closed his eyes until the two arrived at their destination.

oOoOoOoOoOoOoOoOoOo

Back in Manhattan there was a man who kept himself hidden from the world in the Empire State University clocktower. He had a pale face, red eyes and a slender like build. Though he looked skinny he was still one of Spider-Man's more formidable foes. His name: Michael Morbius. An up and coming scientist who studied blood samples belonging to Spider-Man on a bat. The bat, which he hoped would lead to a cure for diseases, in turn bit poor Michael turning him into a Psuedo-Vampire. Though he isn't immortal, he has something other vampires crave. The ability to be in the sun. He recieved a call on a bluetooth headset, "This is Morbius." he answered, "So, they were all destroyed?" he listened to what one of his associates had to say, "Really? And you are sure?" more excuses, "Well...then I suppose we have to be ready." Michael hung up and smirked. "So, Spider-Man joins the fray? No matter. Not even he can stop me from creating s perfect world. A world where there is no more disease, a world with only vampires!"

oOoOoOoOoOoOoOoOoOo

Kaine woke up from his nap to find the van parked in a large warehouse of some kind. _This place looks like a storage for a factory or something._ Kaine thought as he let himself out of the van. Deciding to get a better knowledge of his surroundings Kaine began swinging around and looking at things from the ceiling. "Don't break anything." Blade called from down below as he sharpened his katana, "This warehouse isn't exactly in the best shape." 'Not the best shape' was putting it lightly, everywhere Kaine looked was nothing but piles of boxes and pallets full of dust or even leaning over. _Could stand to clean the place every once in awhile._ Kaine leapt down to Blade's level to see the various computer towers and monitors all either looking at code or looking into CCTV cameras.

"You expecting company?" Kaine asked.

"Those aren't for the warehouse, those are cameras near supposed vampire hideouts. Been damn near empty these days, and I think it has to do with that group you saw earlier." Blade said as he clicked one of the screens, "This is Empire State University-"

"Over in Midtown. Yeah, I know of it." Kaine interrupted.

"Right. Well there are rumors of some strange goings on there, though I haven't seen anything out of the ordinary...yet." Blade clicked some more images and then went back to the footage of the school, "I can tell something isn't right, but there isn't anything here that proves it. However," Blade clicked another screen that showed a small mini mart a couple blocks down, "This is a well known nightstalker joint."

"Nightstalker?"

"Vampires."

"How about we stick with vampires." Kaine complained, "Well, what do you think? We go here, beat the shit out of anyone we see and gain information?"

"That's the plan. I'm hoping it will give us a definitive proof on what is special about the school." Blade handed Kaine a walkie talkie, "Here, take this. And get to know the warehouse a little bit, I'm sure if you go searching you can find some older combat gear, get rid of that...that." he said pointing to Kaine's jacket.

Kaine grumbled something as he walked away and ended up looking around for this "Older Combat Gear". He searched boxes and crates, eventually Kaine came across a desk with a bunch of scientific looking equipment on it, "Hey Blade, what the hell is all this stuff on the table over here?"

"A flawed weapon." Blade called back, "One of my older associates thought they could make a cure for vampirism. They couldn't, and what you see there is the remainder of a gun that would inject the cure into the victim."

Kaine nodded and looked over the blueprints and the chemical analysis of the cure, "Everything seems to be sound on here really..." Kaine mumbled to himself, "Actually, this all looks similar to the Goblin Cure Parker was developing..before Ben killed him." Kaine grabbed the notes and stuffed them them in his pocket, "If I get a good enough sample, maybe I can finish this weapon."

After walking over some debris and broken crates, Kaine finally found the combat gear. It looked like Blade's ballistic armor he wore. _It's good quality material._ Kaine thought to himself. Unfortunately, the pants to the gear were too far gone to be useable, _Damn, did get attacked by a dog?_ Kaine removed his shirt and jacket, showing off his bodies scars due to the cloning failure, and put on the gear. Surprisingly it fit well, but the two were nearly the same height, so there wasn't much difference. Kaine put on the fingerless gloves and sent his stingers through the cloth so that he could shoot his webbing. Kaine then grabbed his jacket and put it back on. He then looked at a combat mask that would cover his face from his chin to his forehead and took it with him.

Kaine made his way back to Blade who was loading up the van, "Are you ready?" Blade asked. Kaine nodded, "Then let's get moving." Blade then slammed the doors to the back of the van shut.

oOoOoOoOoOoOoOoOoOo

"I see the target, someone just entered the building though." Kaine said through the walkie talkie, "I think I know the guy, so it shouldn't be a problem."

 _"Alright, message me when it's clear."_ Kaine picked up the stake gun that he gained from the back of Blade's van, _Oh...yeah._ Kaine thought with a devilish grin. Quickly moving forward Kaine approached the mini-mart. At the entrance he saw most of the events transpiring. A man in a green striped shirt with sand coming from his body, and an indian man with blood red eyes and fangs.

"Well, the intel was right and my assumptions were too. It's a win-win." Kaine saw the vampiric man lunge forward and as he did so Kaine pulled out the stake gun and fired, nailing the creature in the chest. The man coughed out something before turning to dust before Kaine's very eyes. Smirking, Kaine walked across the store to a fridge and grabbed something to drink. He opened up a chocolate milk and sent a message to Blade who arrived shortly.

Blade walked through the door and looked at Kaine and then the Sandman, "He one of them?" Kaine shook his head and Blade proceeded down a corridor.

"That money won't be enough Flint." Kaine told the Sandman.

oOoOoOoOoOoOoOoOoOo

Blade kicked a door open that led to a stairway to the underground. He walked along the long corridor until he heard loud music. From here he decided to be more cautious. A club meant a horde of them, and even he was still just one. It would be a pyrrhic victory if anything. Besides, he needs at least one alive and he can't guarantee if he would be able to do that. He slowly opened the door that led to a staircase and the sight of the music. It was a large rave club of some sorts with dozens of these Nightwalkers dancing around strobing lights. Even worse than the dozens of vampires was the music itself: techno. _I was alive when it was introduced, I really don't want to experience that twice._ Blade thought. Blade heard a crunching behind him and he quickly pulled out his gun and pointed it towards the sound, as he did so his wrist was grabbed and yanked upwards to avoid pointing at Kaine's face. Blade saw Kaine had put on the half-mask and even through that the Dhampyre could see his scowl.

"You fuckin' serious?" Kaine complained with a growl.

"Force of habit." Blade mentioned nonchalantly, "Let's move, we need that guy right there." Blade pointed Kaine to a large overweight Mob Boss looking guy complete with a pencil thin douchebag beard, "He runs the store upstairs, his name is Javier Mendoza. We need what he knows about the recent attacks."

"Okay. So, I web him to the wall and we just kill everybody else." Kaine mentioned, "Piece of cake."

"And you're fine with that?" Blade asked as he began to pull out his sword.

"What have I told you?" Kaine mentioned letting a stinger out, "I'm not Spider-Man."

 **Music Que: Any Shitty Techno song, maybe something by Mobey.**

Kaine jumped off the stairwell and shot multiple web balls at Javier. " _What the hell!_ " Javier yelled in Spanish. Kaine then swung down and kicked Javier against the wall causing him to get stuck. " _Get me down from here! Where the hell is security!_ " Unlike what Kaine expected the bystanders didn't run off, they actually tried to put up a fight.

"Fucking vampires." Kaine mumbled as he was put in a large pile up. The pile then seemed to explode as Kaine used his strength to launch the vampires off of him. Kaine webbed one in mid air and brought him back to the ground before stabbing his heart. The others got up in shock and stared in anger at the meta. Kaine responded by letting his other stinger out and antagonizing the group to go after him. Not needing another reason the whole group charged him at once wanting blood. Whether that meant food or death Kaine wasn't sure.

One lunged at Kaine aiming his teeth at the nape of Kaine's neck. Kaine sent an uppercut towards the monster, stabbing his stinger through his head and throwing him at another member. Kaine then twisted his body and sent a devastating punch at another one of the monsters knocking his jaw off his body, followed by a roundhouse kick to his flank. Kaine looked to his right to see Blade lose his Katana. This didn't matter as it turns out Blade is quite proficient in hand-hand combat, showing off a cobra strike that sent a vampire flying against the wall. Kaine was brought back to focus as he was hit in the back of his head with a wooden bat that shattered on impact. The vampire tried to beat Kaine with what remained, but Kaine disarmed him and sent him against his brethren. Kaine held the shattered wooden handle and chuckled, "A wood bat? Are you guys fucking stupid?" the vampires started to back up as Kaine began to twirl the handle between his fingers, "Showtime." Kaine launched forward and stabbed the first with the broken handle causing the monster to burst into ashes. Kaine continued on his murderous rampage against the vampires all the while humming "Vampire Killer" from Castlevania. "Who says I can't have a sense of humor?" One of the vampires latched its teeth around Kaine's neck and chomped down getting a burning sensation at its mouth. "Yeah, doesn't taste too good does it?" Kaine remarked before stabbing the monster in the heart with his stinger.

Kaine began to look on at his work with pride, "Well, would you look at this, I make a hell of a vampire killer." Kaine exclaimed to Blade. Blade responded to throwing his katana like a spear past Kaine's head and decapitating an extremely large vampire that planned on crushing Kaine by brute force.

"Mm, yes, just have to keep your head out of your ass." Blade remarked before grabbing his sword. Kaine squinted in anger and looked as if he was going to say something, but decided against it. "So, Mr. Mendoza, what sort of plans are being made, why are vampires popping up all over New York lately?" Blade asked.

" _Fuck you, I'm not saying shit!_ " Mendoza replied, spitting at the two.

Blade turned to Kaine for a short powwow, "I don't speak spanish, so this is going to be a really long interrogation." Kaine looked at Mendoza and then back at Blade and simply patted his shoulder.

" _I'm disappointed in your...uncooperativeness._ " Kaine said as he let his hand sizzle with it's corrosive chemicals. Javier's widened as he realized one of them understands what he says, " _I have respect for someone like you Javier._ " Kaine says as he paces back and forth, " _An immigrant who came here looking for prosperity, and instead ffaced hardship. So what does he do? He begins an illegal ring for vampires while using his shitty store as a means for hiding._ " Kaine stopped and removed his mask, smiling at the vampire, " _Mad respect, truly. you made it. There is just one problem._ " Kaine then sent a full force strike to Javier's face and held his palm there listening to the vampire scream in agony at the burning pain, " _You are in MY city, bringing a nuisance to MY day by making me help a bunch of people from your dumbasses!_ " Kaine pulled back and Javier's face was a mess of pale-tan skin, a beard now singed and a red handprint where Kaine's hand was, " _Now tell us what you know. In English. I don't want to be relaying messages all day._ "

"Fine! Fine!" Javier screamed, "I'll talk!"

"So, what is it you know?" Blade asked as he held his sword up to Javier's throat.

"There is a surplus of humans wanting to be transformed, a new leader is beginning to rise. He creates his converts behind the MSU campus." Javier could barely get words out through the pain and fear that he felt, "Please, that is all I know. Let me go."

"Of course." Blade said before he sliced Javier's head off his body, "We'll let you go." the body soon disintegrated leaving just Kaine and Blade inside the vampire hideout. "MSU, huh?" Blade said to himself. "What do you know about that place?"

"Ummm...it's a college? It has a good Chemistry and Biology program." Kaine mentioned. He thought about the college and how Peter wanted to attend there once he got out of high school. _What the? Why am I thinking about that? I don't care about that idiot._ Kaine shook his head and let out a sigh, "Well, look, I know I said I'd help, but honestly it looks like you can handle it from here. You have a location, and from the sounds of it it's only one person you're dealing with. It's been fun killing vampires with you though."

"Kaine, what about what you just said? This is your city and these people are taking it over. Don't you want to see this through?" Blade asked.

Kaine shook his head, "No need. Besides, I only care about Queens, if Midtown and the rest of Manhattan want help, maybe the Avengers should come down every once in awhile." Kaine said as he began to walk away to go back to his warehouse.

"That's how you feel then? You are just going to point fingers at everyone and blame them? What if I fail? What if there are too many vampires and they attack all across Manhattan? What then?"

"Hell's Kitchen has Jessica Jones and Daredevil. Harlem has Luke Cage. The baxter building is in the middle of Midtown. Iron Fist can take care of China Town. And the Punisher can take care of the Financial District, lots of high places for him to be out of harms way and do potshots off the bastards." Kaine walked out the building with Blade not too far behind.

"But what about responsibility, don't you feel like this is your fight?" Blade asked.

"Look, this is supernatural stuff. Dr. Strange is located in south Midtown. If you really want help that badly the Ghost Rider is in-and-out of New York all the time." Kaine stopped in the middle of the road and removed his mask, "It's been fun Blade, thanks for the distraction. I'm out." Kaine dropped the mask on the ground and swung off.

Blade looked on as Kaine swung away and groaned in frustration, "Dammit."

oOoOoOoOoOoOoOoOoOo

Kaine made it back to Queens and decided to go for a quick walk through the neighborhood. _No need for me to get caught any further in that mess._ _From here on out, he can deal with it._ As Kaine walked past a store he saw all the televisions in the window turn to a different channel with the same man looking ominously into the camera, _"Ladies and gentleman of New York_

"What the hell?" Kaine asked as he looked at the tv sets.

 _"Over the last couple of weeks I have been slowly releasing a toxin of my design that attacks a certain gene in the developing brain that gives them my form of...vampirism."_ the pale man explained with a twist of his hand.

"Wait...Michael Morbius?" Kaine asked in disbelief.

 _"As of right now, I am expecting opposition from one who you may not know but hope will be your savior! But even the mighty Blade cannot defeat me!"_ _Well, he just called Blade by name, that can't be good._ Kaine thought. Suddenly a bright light, a beacon of sorts, began to shine in the sky from MSU. _Well that seems pointless,_ Kaine thought again, _What's the point of letting everyone know you are there?_ _"Ladies and gentleman, the beacon you see now is calling all my vampire allys!_

"Well, that's not good," Kaine mentioned, "Wait...how many vampire groups did Kaine say are in New York?" Kaine continued to look at the beacon and thought of the impending doom that awaited the people of New York. He then turned around and looked towards where his hideout was, could he really let this happen?

 _'With Great Power, Comes-'_ "Nope!" Kaine shot the memory out of his head, "This shit isn't about responsibility or power. It's about the fact that on one hand the vampires are a pain in the ass, and on the other hand most of New York turning into vampires is a pain in the ass that means I fight more. Lesser of two evils is the choice." With his mind made up Kaine began to swing towards the college before being jumped by a gang of vampires.

"Well, well boys," the one in the front of the group exclaimed, "looks like we found one of the targets that are opposing sir Morbius and his plans."

"I REALLY don't have time for this." Kaine grunted in anger.

"Well then, you better make time buddy!" the vampires hissed and lunged at Kaine.

oOoOoOoOoOoOoOoOoOo

Blade took the van and made his way to the college campus. He had just caught the broadcast playing and decided of he didn't move now, he could be too late. "Damn, what a time to not have backup." he murmured. It wasn't as if he was unused to backup, but in this situation, two heads would be much better than one. Driving through the streets he noticed they were noticeably vacant, _That isn't normal, I'm near the campus there should be a sprawling student body._ Just before approaching the gates, Blade saw a disgusting sight, the students that haven't been transformed yet were placed in rows, they looked like cattle going to be slaughtered. "I don't think so." Blade drove through the gates with his van running over a few of the Nightwalkers startling the students and the other blood sucking freaks.

"Well, don't just stand there, go check it out." one of the underlings commanded to another. Some poor sap walked to the back of the van and opened the doors slightly before being pulled in with the doors slamming behind him. Some of the others jumped back in surprise as all they could see was the van shaking before a loud scream was heard. The van stopped and all was quiet, perhaps for longer than it felt, but it was hard to tell, all that was certain was that when the doors opened there was a click sound and a burst of light shone around a large group of Nightwalkers, disintegrating them instantaneously.

"Shit, UV Bombs! It's a vampire hunter!" one yelled as his skin was slightly scorched from the light only being saved by those that were in front of him. He didn't get to live much longer as a bladed boomerang like weapon flew at him and cut his head off before returning to sender.

"It's a real bad night for you to try and eat the human race." Blade gave a slight smirk as he unsheathed his sword, "So. Who's next?"

"Shit, it's Blade!" shouted a vampire underling, "Destroy him!" the dozens of Nightwalkers began to advance on Blade's position. He started by cutting down all those that opposed him one by one, they would get a punch in here and there, but it was nothing he couldn't handle. Finally, one of the stronger vampires (probably a higher up) nailed Blade on the chin and sent him flying across the yard.

"Not so tough when you don't have yer special UV weapons are you, wanker?"

Blade looked to see his sword had fallen out of his reach, and his UV gun was crushed by another on of the vampires, "Why do you have an Australian accent?" Blade asked.

"Wot? I'm from New Zealand you uncultured swine!" as soon as the lackey said that his head was lopped off by Blade's sword.

"Good timing, Kaine." Blade mentioned with a slight smirk.

Kaine tossed the sword back to Blade just before tossing a set of UV bombs down, decimating the rest of the outside group. "Yeah, well, it's all for the betterment of mankind." Kaine pointed to the students who were helping each other get out of their restraints, "Beat it. Things are gonna get dicey." The kids left as soon as they could with one of them looking behind back at Kaine and Blade.

"Thank you."

"Piss off!" Kaine shouted. Kaine popped his neck as more of the vampires started to show up to defend Morbius. Blade got off the ground and stood next to Kaine, also popping his neck. "Hmm, about forty to two...pretty bad odds."

"Yeah," Blade spit out blood thatthat had built up after he was punched, "For them."

"Don't let them get to our vampirism machine!" one snarled out.

"I'm dying to get a bite of the day walker!" another shouted.

"But look at that, he's got a human with him! More human is always good!"

 **Music Cue: War--Palisades**

"Well, I guess you get the ones on the left and I'll get the ones on the right?" Kaine mentioned, unsheathing his stingers in the process.

Blade readied his sword and smirked showing his usually rarely seen vampiric teeth, "How about if you get more than me, I'll buy you something to drink." Kaine nodded to the idea and the two took off going forward advancing on the group.

"You two think you're so confidant, huh? Well, why don't we show you what we're--HUAGHK!" the vampire couldn't even finish his sentence before Kaine shoved his stinger through his chest. Blade sliced multiple others down with his sword only to get dog piled by a large group.

"You think you are powerful daywalker, but you are nothing special at all." one of the nightwalkers hissed. Blade gritted his teeth and with all his strength launched all fifteen of the vampires into the air, and using his vampiric strength he jumped into the air and began to air juggle hos enemies like he was Nero in Devil May Cry 5. Finally, Blade sliced downwards and slammed the rest of the vampires on the ground, impaling his sword through five of them. Blade removed his sword and cleaned off the blood by flicking his sword at the ground.

Morbius looked down from his clock tower and grimaced at his ally's losing to Blade an his mere human lackey. "Absolutely pathetic!" he grunted in annoyance, "I suppose if you want something done right...you take care of it yourself." Morbius dropped down from his perch, his coat flailing in the air as he fell, before landing on the ground causing it to slightly crater. "Enough!" Morbius shouted making some of the vampires to retreat save for the few fighting Kaine which, by ganging up on him, have him in a bit of a corner.

"You must be the man who constructed all of this, Micheal Morbius was it?" Blade asked as he and Morbius circled each other, tension growing for the ensuing battle.

"Ah, quite perceptive you are. I wouldn't expect any less from the Daywalker, a vampire that kills his own kind." Morbius clicked his tongue with a cocky grin as if he had just won the battle, "But you are too late Daywalker, every developing brain from Manhattan to Brooklyn jas been infected by my bio disease, soon everyone who is compatible will turn into a vampire look you, or I."

"And those who aren't compatible?" Blade asked.

Morbius shrugged his shoulders, "They are doomed to perish. Can't you see Blade? I'm not a bad man. Soon the disease will spread, making way for the age of the vampire!"

 _That's his plan?!_ Kaine thought as he was being beaten by a slew of vampires, _That is retarded! What's he gonna do when the sun comes out? Or if people figure out how to rig UV lights? Dumbass should have made a weather machine first to block out the sun._ Kaine then kicked the vampire on him and broke out of the grip of the other. Using his free hand he used his signature "Mark of Kaine" on the other vampire causing the creature to howl in intense pain. Kaine released his stinger and shoved it through the skull of the vampire writhing with pain. "Who's next?" he asked with a flick of his head.

"A world full of vampires? That's your plan?" Blade asked, "So you decided that the best way to save the world is to turn it into a giant safari for me, Doctor Strange and the Ghost Rider? pretty smart idea there." Blade got in a defensive position, "Why don't I nip this in the bud now and end you?"

"Hmph." Morbius responded as he tossed away his cape, "Then let's come to an agreement." still silence between them for a short time before both charged at blinding speeds towards each other. Blade swung his sword with expertise and Morbius dodged the slicing. Morbius was almost chopped in half by the blade, but at the last second he caught Blade's blade! The two stood struggling in a form of clash, "I will usher in a new world order! I will become the modern day Dracula!"

"Then I must destroy like I did to him decades ago!" Blade shouted as the clash ended. Blade sent a furious elbow at Morbius who took it full force in his gut. Blade followed with a high kick, but was countered by Morbius grabbing the leg and elbow dropping Blade on his Lateral (the outside ligaments of your knee). Blade kneeled on the ground trying to recover from the pain.

"You see, you are already grovelling before your new leader. This is the level of respect I expect out of one of my peers." Morbius chuckled as he kicked Blade to the ground, he then began to crush Blade's head under his own foot, "Yes, respect the ground your new master walks on."

 ** _Honk Honk_**

"Who the hell would-" _BAM!_ Morbius couldn't finish his sentence before he was hit head on by Kain driving the van and pinning him against the wall.

"WOO! That's what happens when you break in the fast lane bitch!" An unexpected taunt by Kaine, but a completely welcome one. _Apple doesn't alter that much when cloned I see._ Blade thought.

"You insignificant!" Using his might, Morbius was able to grab hold of the van and toss it to the ground.

"Shit!" as the van tumbled, Kaine quickly jumped out of the sliding doors and dove through the air. Time seemed to slow down as Kaine pulled out what looked to be a tranquilizer and loaded it with a syringe, which he fired at Morbius's neck. He then tossed what he thought was a UV bomb, but turned out to be a flash grenade. _Okay, with his advanced eyesight I should be able to get the jump on him_. Kaine quickly advanced Morbius and readied his "Mark of Kaine" and hit Morbius on his chest.

"AAAAAAGHHH!!" Morbius screamed at the intense pain, it felt as s if his skin was being burned layer by layer, like a hot knife just resting on butter. _Got to escape, I can't win at this point. Not with this human and Blade!_ Morbius thought. Going with the last resort plan, Morbius through some sort dust in the air which seemed to spontaneously combust making a thick smoke. He freed himself and when the smoke cleared he was nowhere to be seen. All that was left was the syringe that Kaine fired at him, now filled with his blood.

"So it's over then?" Blade asked.

"Nope."

oOoOoOoOoOoOoOoOoOo

The two climbed the tower and rummaged through Morbius's belongings. They found the blueprints for the machine, the machine itself and what looked to be old testing equipment. "This machine," Blade mentioned, "Was he trying to make a cure?"

Kaine did a once over on the machine littered with cobwebs and dust, "Maybe at first, but he must've given up." Kaine continued to look at machine itself and formed a perfect idea, "Maybe, with this machine and the starts of his cure...I could make a cure myself. I don't know how stable it would be, or if it would work on traditional vampires, but I can try."

"But how would we distribute it to those who are infected?" Blade mentioned.

Kaine was about to make a rebuttal, but it seems someone answered for him, "I believe I can help with that." the two heard a new voice and turned in the direction in which it was coming from, "Hello Blade, Kaine." stepping into the light was the figure of Doctor Strange, the Sorcerer Supreme.

"Doctor Strange," Blade acknowledged, "fancy meeting you here."

"Well, this is an event that could destroy our reality as we know it after all. Last thing I want isis to turn the future generation into a group of vampires that won't even be able to sustain their way of life because their only food source would be extinguished." Strange cocked an eyebrow in amusement at Kaine, "It's nice to see all the pieces falling into place."

"Okay, cut to the chase, what's your plan?" Kaine asked impatiently.

Strange gave a slight chuckle to the clone, "Yes, my plan is to assist you. O can tell that even with your scientific expertise it won't be enough to make a stable cure," Strange paced around the room touching random objects making dust collect on his finger tips, "but, if we were to combine your scientific expertise with my magic, we could make a stable cure for these 'new vampires'." he said with air quotes.

"Yeah well, the machine is busted, so I don't see myself making a good attempt at a cure anytime soon." Kaine mentioned. Strange then twiddled his fingers and the machine that Morbius once used to try and make a cure seemed good as new. Kaine sighed and gave a thumbs up, "Well, let's do this." Kaine quickly got to work combining his own idea of a cure with Michael's original plans and the plans that Blade's former ally had. Hopefully, with three different approaches to a cure. Finally, after several hours of testing on the sample of Michael's blood there were results. The semi-cure could have been done sooner if Kaine hadn't been distracted by Strange and Blade destroying all of Morbius's work. "I still think you could have had uses for his machine."

"Yes, but why chance it?" Strange mentioned as he snatched the vile from Kaine's hands, _Fucking rude._ "Yes, this should be fine." Strange opened a portal back to his Sanctum Sanctorum, "I will keep in touch with the two of you, hope to see results within the week." and with that, the strange doctor left.

oOoOoOoOoOoOoOoOoOo

Many miles away, Michael Morbius retreated to an old hideout of his. An abandoned apartment building of his younger years in college. He looked at himself in the mirror and saw the mark left by his new enemy, Kaine. "So, it seems he and I shall meet again." slamming his fist against the mirror and making it shatter he smirked, "But next time...next time I will he stronger."

oOoOoOoOoOoOoOoOoOo

 **Roughly One Week Later...**

Since the incident, Kaine had retreated to his warehouse to rest. He was a little different now. He had a new sense of pride, he became more vigilant of his surroundings (after he learned he isn't good when multiple people with competant skill ganged on him) and he got himself a haircut. Physically speaking, he actually looks like a clone of Peter Parker now, but with a five o'clock shadow to go with it. He was also recently told of the success of the scientific-magic cure on those infected. Turns out, just as he figured out, that "weird flu" outbreak was actually just this disease spreading.

It wasn't just his and Blade's victory though, Strange also told him of the other party that did their part, "So, Ben had a hand in this himself huh?" Kaine chuckled at the though that he and Ben inadvertently worked together, "Yeah, who needs a Spider-Man?"

Kaine was returning to his hideout from grabbing something to eat, at the front gate he found a suitcase with a letter on it, "What the hell?"

 _"Kaine, I noticed your outfit was destroyed during our excursion together, so I pulled some strings and got you a new one made that I think you'll like. I"ll be in contact._

 _p.s. You can keep the phone._

 _\--Blade"_

Kaine opened the suitcase to see a black mask with red lenses staring back at him. "What?" Kain began to remove the costume and saw the top that was black at the shoulders with a large black spider on the chest and black on the fingers while the rest of the suit was a vibrant scarlet red. In the suitcase an Iphone 7 began to ring. Kaine answered without thinking.

 _"Hello Kaine, what do you think?_ The voice clearly belonged to Blade.

"What do I think?" Kaine repeated back, "What the hell is this?"

 _"It's a highly durable material, knife proof, cam stop low caliber bullets farther than twenty feet away, flexible. Seems to fit you're fighting style well."_

"I meant, what the hell is with the spider? Is this some sort of joke?"

 _"Hehehe,"_ Blade chuckled, _"no joke at all. You are the clone of Spider-Man, and I'm a firm believer of living by your namesake. I'll call you when I need you._ _*Click*_

Kaine held the phone out, "When you need me? What are we partners now or something?" Kaine looked at the suit and scoffed, "Jesus."

That night Kaine tried to sleep, but he was having trouble with all the sirens blaring in the distance. Kaine laid on his small bed staring at the ceiling as the sirens kept going, eventually he heard gunshots. "...God dammit." he got out of his bed and put on the new suit, "This better be as comfortable as he was making it sound." Kaine complained as he swung out into the suburbs.

There was a bit of a standoff between some two-bit crooks trying to rob a small sandwich shop until the police arrived. One thing led to another and now there is a shoot out, nothing super major, some stupid kids who swiped their old man's piece when he was sleeping, tale as old as time. "Dammit Randy, why the 'jid ya' have to shoot at the cops man?!"

"I don't know, I panicked! How was I supposed to know they were gonna shoot back?!" Randy retorted.

The girl of the group snorted at the comment, "They're fuckin' cops dumbass!"

As they three were arguing while shots hit the SUV they were hiding behind, Kaine swung in and landed on the hood of the car scaring them half to death. "Y-Y-Your-" the girl stammered.

"It is, 2 a.m. in the morning, I am trying sleep, but you little shits are shooting up the neighborhood!" Kaine complained.

"Spider-Man..." Randy murmured.

Kaine looked at the kid and squinted his lenses, "Really? R-Really? You're gonna do that?" Kaine lifted Randy up by his crappy Jets jersey with one hand, "One: I'm not Spider-Man, 2: Fuck the Jets, Giants are better, 3:" Kaine pointed to the other guy, "If you pull that trigger, I swear to God I'll beat all your asses." and like that out of panic the kid fired and skimmed Kaine's thigh. Kaine sighed and dropped Randy to the ground. He webbed their guns and yanked them out of their hands. He then stood over them and cracked his knuckles, "Yeah, this will be simple. Who the hell needs a Spider-Man?"

 **Music Cue: Rip and Tear--Doom (2016) OST.**

The police moved to where the kids were and saw them webbed together with the other friend who quite literally pissed his pants. "What the hell happened?" the cop asked.

"That Spider-Man looking guy is really scary." Randy and the girl nodded in agreement. The cops didn't call for a man hunt because from what it looked like, he hadn't harmed the kids just...scared them. On the kid's left cheek there was a note.

 _"Courtesy of the Superior Scarlet Spider_

 _p.s. Jesus they are just kids, if had a group go through the alleyway you could have surrounded them easily."_

"Scarlet Spider?" one of the other cops asked.

"Perhaps there is more than just Spider-Man out there?"

Kaine rested on a building across the way and sighed, "Looks like I now patrol the city that never sleeps...god dammit." with that he swung off, "Well, at least that means the other guys don't try to go out of their normal territories. Look out Manhattan, the new Scarlet Spider is on the rise!"

In the distance Blade watched the events unfold and gave a slight smirk.

End.

 **Author's Note: Hooooooooooooooooooooooooooooo Boy. It has been a while hasn't it? Sorry for not uploading anything, but I promise you I have some good excuses.**

 **1) When I made my last chapter of Fast Times it was that time that finals started to roll around. Also I had to write 3 essays a week. 3 Essays! And I don't know if I've told you guys before, but, Essays are my weakest point right next to science.**

 **2) My great aunt, whom my family is rather close with, got breast cancer...**

 **But then she BEAT IT! Yeah. FUCK YOU CANCER! KISS MY LATINO ASS!**

 **3) Finals.**

 **4) Red Dead 2 came out and...well, that took up a lot of time.**

 **5) My car broke down again recently, as this gets uploaded I will have been without my car for a week so...yeah!**

 **6) Financial problems. I've been low on cash and I know that isn't related to writing, but stress man is a bitch.**

 **7) I got a new phone...that was also a bit of financial problems honestly, but I kinda had to.**

 **8) This was originally supposed to be a Halloween Special, then I missed the deadline, then I'll was gonna write a Christmas special with it and that didn't work out. I lost motivation half way through this, but I've definitely found it again as I powered through the best I could to finish it.**

 **So again, sorry for the wait, but I want to let you guys know I am still writing. But because I have been gone for so long, I'm going to have to (regrettably) re-read the last few chapters of my stories so I can see where I'm at, get where I was going and not mess up my continuity.**

 **Oh, quick reviews real quick! Into the Spider-Verse was phenomenal, if you haven't seen it yet go watch it!**

 **Goblin Slayer: Was pretty tight, it wasn't nearly as bad as people made it.**

 **Devil May Cry 5: Oh my God! I am so pumped for this! I've played the Xbox Exclusive Demo like 30 times by now, ok h and Resident Evil 2 remake comes out this month, bitching!**

 **Okay, I've been here long enough, I should be working on Spidey and Deadpool next, LATERS GUYS!**

 **Oh, BTW, I'm thinking of streaming on Twitch, would ya'll like to watch me play some Xbox games?**


	17. Ice Ice Baby

**Ice Ice Baby**

oOoOoOoOoOoOoOoOoOo

 **Mizore**

oOoOoOoOoOoOoOoOoOo

 **Later that night...**

Mizore Shirayuki, a young, confused, and lost teenager. She wasn't sure of her place in life at Yokai Academy. She shunned nearly everyone she saw, she became an outcast, stopped coming to classes and didn't make a return until the second semester. She thought she found someone who understood her, someone who would care. _But no! He had to go and choose her!_ Mizore thought, _He had to go and choose that pink headed bitch!_ She continued to sob in utter embarrassment after thinking he liked her the way she liked him. _I just want to die._ "Is that a girl over there?" she heard a male voice coming from behind her.

"Yeah, I think so. Hey!" the other male called out, "Are you okay?" Mizore turned her head to see the two boys staring at her, "Dude, she's kinda cute."

The friend elbowed the boy, "Are you alright? Do you need help?"

Mizore slowly got up wiping away her tears, "Shut...up..." _Don't cry..._ Mizore turned her hand into a giant ice claw and threatened the boys with tears swelling in her eyes again, "Shut up!" she threatened.

The boys began to back away in fear, "Hold on now..."

"Agh!" Mizore yelled, "Tsukune! Waaaaaa!" _Sometimes it's too hard to hold back tears._ Through her sadness she had frozen the boys in place. _It's too late now..._

oOoOoOoOoOoOoOoOoOo

 **Ben**

oOoOoOoOoOoOoOoOoOo

Ben rubbed his eyes, he barely got any sleep last night. He was kicking himself for being a dick towards Moka. But he just felt this intense rage towards the world. He wasn't himself, he knew that, but he couldn't figure out what was wrong. He seemed even worse than he had been when he started his pills, now his dreams or rather his nightmares, are more intense than they have ever been. On too of that, he thinks he's come down with something. He always has an upset stomach and seems to have constant vomiting.

He went to look at himself in the mirror and saw his eyes were slightly dilated, and he had massive bags underneath his eyes again. His body felt sore, but that could have been from yesterday. _Come to think of it, I don't remember much of yesterday._ Ben rubbed his head in frustration, _What happened?_ Flashes of him one-shotting a Shirayuki ice clone quickly came to mind, _Oh yeah...I kinda lost it there didn't I?_ **_But at least it wasn't real right?_** _Yeah, no harm, no fowl. Right?_

There was a knock at his door as Ben was getting ready. Ben swung his door open to see Tsukune, "Hey, ready to head o-" Tsukune stopped and looked down to see Ben was wearing his shirt and blazer, but his pants weren't on, "Ben, w-where are your pants?"

Ben looked down with a toothbrush in his mouth, "Don't question my methods." he said with his mouth full of toothpaste. Ben closed the door and finished brushing his teeth and then went to put his pants on, _In truth, I thought I already had them on._ Ben reopened the door where Tsukune was still standing, "Okay, I'm ready. Let's go." Tsukune gave a slight chuckle and the two headed out.

oOoOoOoOoOoOoOoOoOo

 **7 hours later...**

School day went by as normal, it wasn't something Ben wasn't used to at this point. It just all felt samey...Everything felt like a routine now, get up, get dressed, fight some asshole, do work for the paper, go to the dorm and sleep. Rinse and repeat. Today was marginally different though as Nekonome called upon Ben, Tsukune and Moka to her office for a special request. _Man, special requests are always fetch quests...at least that's what I learned from every RPG ever. Why can't a special request be something like 'Oh, I see you've been working diligently, I request that you partake in assisting me whilst I'm in heat.'_ Ben thought of Nekonome in lingerie requesting this. Ben then stopped dead in his tracks as realization came to him, 1) He realized he is indeed a teenager with a hormone overload, 2) He used "partake" and "whilst", 3) He realized he unlocked a fetish for cat girls. " _Fuck._ " Ben cursed in english as his face turned red at how embarrassing this would all be if his friends found out.

"Ben," Tsukune called causing Ben to nearly jump to the ceiling, "you coming or what?" Ben realizing he had been standing still in the middle of the hallway followed Tsukune and Moka into the faculty room.

"Yeah, just thought I dropped my phone." Ben lied. "What did I miss?" Nekonome quickly caught him up to speed mentioning how Mizore hadn't shown up to classes again today and she wanted Ben, Tsukune and Moka to check in on her.

"She shouldn't be missing this much school," Nekonome exclaimed, "That's why I'm counting on the three of you to bring her to class, even if it means dragging her back."

"Oh, I'm real good a dragging things along." Ben mentioned, "I once dragged on a joke for a whole three hours waiting for people to get a chuckle out of it...Nobody did. So it just made me look...like a fool." Ben sighed.

"That's not the kind of dragging she's talking about Ben." Moka mentioned.

"That was the joke." Tsukune countered. "But we weren't exactly on the best terms with her recently." Tsukune muttered. He and Moka looked at each other an both had pretty much the same expression. They were gonna turn into a couple of popsicles.

"Okay then, here is her room number." Nekonome said writing a number down on a piece of paper, "If you can't finder her in her dorm, she may be at the cliffside gazing at the ocean."

"I too gaze at the blood red ocean when I feel depressed, really lets the bleak excuse of life seep in." Ben joked.

"Not exactly the best time, or subject for that joke Ben." Moka mentioned.

"Remember Tsukune, I'm counting on you." Nekonome mentioned causing Tsukune to gulp, "After all you are our class president!"

"Hold on, when did I get elected! I don't want to be president, that is too much responsibility!" Tsukune complained. Moka chuckled at the antics.

"Excuse me, Ms. Nekonome. I'd like to speak to you for a moment, about the very same Ms. Shirayuki." the voice came from the gym teacher, Okuta Kotsubo, he had pale skin and ice blue hair. He always wore this weird tan colored v-neck shirt and track pants. Underneath his shirt, Ben could make out a tribal pattern tattoo that looked like it went up both arms and even on his back. He looked like he was going to go through hypothermia at anytime. One thing about him though, Ben didn't trust the guy. Just looking at him made Ben feel uneasy, even his Spider Sense alerts Ben to this guy whenever he's around the corner. _He's definitley dangerous, whatever it is, he can't be trusted._

"Oh, Mr. Kotsubo," Nekonome stiffened up, his mere presence to her was commanding, "Do you know what's wrong with Shirayuki?" even Ms. Ririko took notice to Kotsubo and his problem.

"You haven's heard? Something is definitely...Quite wrong." he said through seething teeth. Nekonome's ears twitched ss she could already tell that what she was about to hear wouldn't be good, "Last night, Shirayuki attacked two boys from my soccer team, left them to near death!" Tsukune and Moka gulped in unison, Ben however, squinted his eyes being quite skeptical of the situation. "They're gravely wounded, not only that, but they were frozen in ice! If they were found just moments later they would be dead. As of right now, they are in critical condition." Nekonome and Kotsubo stared at each other for a few moments before he continued, "This is the second time Ms. Shirayuki's behavior has led to such dire consequences. On top of all that, she is chronically truant. She has turned into a problem student. This school doesn't have the resources to deal with her. Our only course of action is...expulsion."

 _Whoa, expulsion?_ Ben thought, _Wait...no resources?_ "Hold up," Ben spoke out causing the teachers to look at him, "I'm sorry, but...No resources? What the fuck do you guys do with any other problem students?"

"Ah-hahaha...Mr. Reilly, that's enough now." Ms. Nekonome laughed nervously, "Please let the adults handle this."

"No, fuck that!" Ben shouted out, "No resources my ass, you guys are just too lazy to work with the students, so you let them run rampant until it inconveniences you! You may seem like a chill guy, but I bet you have ulterior motives!" Kotsubo squinted at the accusation, "If you were this concerned with problem students what about the Saizo guy in homeroom, or that shit stain of an "enforcer" Kuyo? Mother fucker, I'm the one who took care of that guy!" Ben pointed at his chest with his thumb, "Not one time has a teacher stepped in to help, actually, I think I've fought a teacher or staff member of some kind more often than I receive any form of help! Hell, over the break when I was lazing in my dorm I had to fight the fucking janitor just so I could get an energy drink!"

"That's why the vending machine is broken." Tsukune mumbled.

"'We don't have the resources' you can kiss my red, white, and blue ass with that excuse!"

"You must be Ben Reilly right? The American?" Kotsubo asked, "Anyways we'll talk about this later Nekonome." he was walking away he stopped by Ben and gave him some advice, "You best have yourself some convincing proof if you are going to ever accuse a teacher again, boy." Ben just clenched his fists in irritation, he knew he was just accusing him without proof, but he could feel it was him, his Spider Sense told him the guy is dangerous. But...the way he snapped...even he knew that wasn't like him.

"Tsukune, Moka, Reilly. I'd like a moment with you three." Ririko announced.

"Oh, Ms. Kagome!" Tsukune exclaimed.

"Kagome? Her name is Ririko dude." Ben argued.

"Kagome is her surname."

Ben blinked a few times in confusion, "...Then why the fuck does everybody call you Ms. Ririko? I've been calling you Ririko since day one! Why didn't--Fuck it, you're Ms. Robinson."

Ririko sighed, "Tsukune, getting into trouble again, such a bad boy." she said as she gripped Tsukune's face. "Keep playing with fire and you'll get burned. Be careful around some of these teachers, They aren't as nice as me...some are dangerous." she said, specifically looking at Ben.

"I noticed. So, did you have fun on your vacation to the Serpent Society?" Ben countered.

"Watch yourself Reilly. Little spiders...shouldn't be approaching the ocean." Ririko said before sending the three out.

"...What the hell does that mean?" Moka asked.

"Oh!" Ririko called again, gaining their attention, "To be more specific, this Kotsubo fellow, he's quite famous for preying on younger ladies...and hounding others who don't suit his fancy. He's already had a student expelled last semester...Good luck!"

"It means, I've got my work cut out for me." Ben responded as he grabbed his camera.

"Where are you going?" Moka asked.

"To get evidence!" and with that, Ben was gone.

oOoOoOoOoOoOoOoOoOo

 **Tsukune**

oOoOoOoOoOoOoOoOoOo

 _Dammit Ben, why do you have to take off like that?_ Tsukune questioned as he and Moka caught Kurumu and Yukari up on the situation at hand just outside the school, "No way! She almost killed two students?" Kurumu gasped, "They're gonna expel her?!" _Well, it seems Kurumu is worried. Kind of surprising, but maybe she's really trying to change._ "Why would she do such a thing?"

"Because her heart was broken!" Yukari responded matter-of-factly, "Tsukune dumped her and she lashed out, duh."

"Oh...so this is my fault." Tsukune mumbled, already feeling terrible for not returning the same feelings Mizore had for him.

"Don't be ridiculous Tsukune," Kurumu reassured as her and Yukari were teasing each other by pulling at their faces, "The girl was stalking you wasn't she?"

"Thath right thee got waththee dethereved. Therveth her right!" Yukari added, nearly crying because Kurumu was actually tugging at her face hard.

"Believe what you want, the fact is she did it." the students turned to see Mr. Kotsubo approaching them looking rather serious, _then again, the guy always looks serious._ "Should you need further proof, this was left at the scene of the crime." Kotsubo held up a book that looked all too familiar to Tsukune, the scrapbook Mizore had made chronicling the newspaper (among other things). "I'm sure you understand my justificatiin for reading it...I just couldn't believe it was you of all people."

"Huh?" Tsukune asked, not necessarily following what Kotsubo was saying.

"This happened last semester too, she fell in love--with a teacher! Naturally, her feelings were not reciprocated. She vented out her wrath by stalking the object of her desires and ultimately freezing him in ice. This resulted in her suspension last semester, and now...well, you know first hand what sort of student she is." Tsukune stood still with a surprised look, slightly sweating from hearing all this information. "Tell me Tsukune...do you ever wish she could just...disappear?" Kotsubo asked cryptically, "I mean, how could she be anything BUT detrimental to everyone else's educational experience?" _Yeah, like nearly getting killed on a daily basis, getting found out by the enforcers, getting kind raped by a teacher, having to stop an evil witch. She's honestly top ten problems...probably rank nine._ Tsukune thought, _Jeez, if I voiced my thoughts I'd start to sound like Ben._ "Be honest!" Kotsubo yelled out bring Tsukune back to attention, "You're at the end of your rope aren't you? You show no feelings towards Ms. Shirayuki, yet she sticks to you like glue! I understand how you feel."

Realization then hit Tsukune, "Wait don't tell me that you're..."

"Yes Tsukune, it was me!" Kotsubo admitted, "But don't you worry Tsukune, I will see to it personal that Ms. Shirayuki is dealt with appropriately!" he promised making a Jojo pose.

"That sounded ominous." Moka mentioned as Kotsubo walked away.

"You think so?" Tsukune asked gaining a groan from the girls.

"You cannot be that dense." Yukari mentioned.

oOoOoOoOoOoOoOoOoOo

 **Later...**

Tsukune continued his mission by visiting Mizore, hopefully he can make heads or tails of the situation and get her to come to class. Tsukune looked at the picture to make sure he had the right room number for her. _One-O'-Six, yeah, this is it._ Tsukune began mentally preparing himself for the impending trainwreck that would this conversation, all while cursing the school. _What is it with this place? So many good-for-nothing teachers._ _Ben might be right, as cynical as his views can be._ _Geez, why can't anybody try to understand how Shirayuki feels?_ Tsukune knocked on the door and waited...and waited. No response. _She's not here_ Tsukune sighed, _Oh! Maybe the cliffs!_

"Who is it?" a soft voice called just as Tsukune was about to leave.

"Shirayuki, it's Tsukune!" there was silence for sometime before there was a large bang on the door making Tsukune nearly jump out of his skin, "Listen...I wanted to say I'm sorry for what happened yesterday. I'm sorry I hurt your feelings. I mean, we left things pretty messy, could you ever forgive me?" after asking this, ice shards began to come out of the door. Before Tsukune knew what happened the door exploded open sending him backwards. Tsukune began to rub his head, when he looked up he saw Shirayuki approaching him, "Shirayuki!" Tsukune called out, "Wait, please! I came because I want to help you!" Mizore stopped, intrigued by what Tsukune had said. "Shirayuki...Yesterday, did you attack two guys? They're in the hospital now and, things are looking pretty bad. The teachers were talking about expelling you!"

"Expelling me?" Mizore asked surprised.

"But you didn'r do it on purpose did you?" Tsukune asked, "I just know, you're not like that. So, I thought, if we go to them together maybe they'll let you-"

Mizore's expression changed, "Apologize, what for? I didn't do anything." she ssid clenching her fists, "I mean, yeah, I popsicled thise guys yesterday. I was just really pissed you know? Just letting off some steam. But once I realized what I had done I melted the ice. They were totally fine." _What?_ Tsukune thought, _But...that's not what he told us._ " _*Snort*_ Why do you look so surprised? Did you really think of me of the type of girl that would hurt innocent bystanders for no reason?" Mizore looked up with tears beginning to well in her eyes, "I'm disappointed Tsukune, I thought, out of all people, you'd be able to understand me." and with that, the ice girl took off.

"Shirayuki, come back!" But she didn't. _I hope she'll be alright._

oOoOoOoOoOoOoOoOoOo

 **Ben**

oOoOoOoOoOoOoOoOoOo

 **Hours Earlier...**

Ben, now in his Scarlet Spider attire (still battle damaged from his encounters against Ghost Rider and Oyakata) scaled the wall of the hospital. He checked every room searching for Shirayuki's victims. How did he do this? Simple, he fashioned himself a spider bot to walk around the hospital and find the room. He was mostly using the audio not the video, but both were fine. Eventually he heard a pair oof nurses talking about the "Ice Victims" in room 206. "Bingo." Ben said to himself as he crawled along the wall to where the victims would be. He peered inside to see a nurse checking the temperatures of the two boys to see how they were feeling. Ben stopped just outside the window and waited for the nurse to leave. "And you're sure you two are feeling okay?" the nurse asked."

"Y-Yeah, it wasn't that bad, Kotsubo saved us in time after all." one of the boys said with a nervous laugh.

"Well...if you say so." with that the nurse left the boys alone to recover. As soon as she left the room Ben opened up the window slowly and slipped inside undetected.

One of the boys reacted by shivering slightly, "Hey man, close that window. It's fucking freezing." The window then shut by Ben using a web strand to close it, and then followed up by webbing the door shut.

"Hello, gents." Ben greeted, "I'm the Scarlet Spider, I heard you two had a run in with a certain Ice Girl, and I'd like to know all of the details."

"What the hell, you can't he here...w-w-we're in bed rest." the boy closest to the window protested.

"Oh, interesting--I don't care. Now, speak. Or I start applying pain." Ben threatened.

"What's that supposed to mean?" the other boy asked. Ben looked at the boy who had his arm in a sling, he then walked towards him and covered his mouth then applied pressure to the "injured" arm. Just as Ben had thought, they weren't injured at all. "Ow, what the hell man? Why'd you have to squeeze so hard?"

"If you were truly injured you'd be crying bloody murder. Now talk. Or get...aggressive." to prove his point Ben released his paralysis blades.

"H-Hey man, relax...we'll tell you everything, won't we Hirohito." the other boy nodded quickly.

Ben pulled out a note pad and a recorder, "So tell me, last night you had a run in with a Ms. Shirayuki, correct?"

"Y-Yes. We saw her crying and we wanted to help...but then she attacked us and froze us in ice!" the boy, Hirohito, had explained.

"So, shshe attacked you and left no injuries? That doesn't seem right." Ben leaned closer his lenses squinting. **They are lying.** _They are lying._ Ben reassured himself. Ben looked down and chuckled lightly, the boys followed suit. Ben then quickly used his right hand to grip the boy by his face and lift him out of the bed, "I'm not playing games here bastard! The girl is in serious trouble, she is having false accusations placed against her, seemingly by you, and she is being threatened with expulsion by a man notorious for preying on teenage girls! Now you are going to give me some real fucking answers or I dangle your ass out that window!"

"No, please!"

"Then the truth Mother Fucker, do you speak it?"

"Yes, Yes! I'm sorry, let me down and I'll telly you everything!" the boy in the other bed was quivering in fear and it looked like he had nearly pissed his pants.

 _Sam Jackson, gets them every time._ "Now, the truth, what happened?"

"We saw the girl. She was crying over some boy. We tried to help her, but she was really aggressive." Hirohito gulped, "She got mad and froze us in ice. But it only lasted a few seconds. She let us out and apologized. We were super cold."

"That's when Kotsubo approached us." the other boy mentioned, "He asked why we hadn't gone back to the dorms yet and why we looked like we just took an ice bath. We told him what happened and he had this...sinister looking smile in his face."

"So he told you to go along with what he says." Ben added.

"Yes." Hirohito confirmed, "He also said that...he told us if we told everyone what he was doing...he'd expel us too for slandering his name. I can't get expelled man, my parents would kill me!"

"Blackmail huh? Yeah, he is definitely as shady as I thought." Ben mentioned.

Hirohito began to lightly cry, "I don't want to go home man! I actually like it here. Please, you can't tell the public."

"No..." Ben dissolved the webbing on the door and popped his neck a few times, "I'm going to take care of this. Then I'm going to expose him to the school. You two are victims too...but you still didn't do anything. Next time something like this goes down, let the newspaper club know, and they'll relay the message to me." Ben then quickly slipped out the window and shut it behind him. _Time to find Shirayuki. I'll check the cliffs first._

oOoOoOoOoOoOoOoOoOo

 **Currently...**

Mizore stood at the cliffside and stood staring at the ocean. "Why is it red?" she wondered. It was always red, but it seemed so strange to her that it would be this color. Things were quiet, just the wind and her thoughts, until a the crack of a twig was heard. "Oh, what the hell, there aren't even trees out here!" Mizore turned around to see Ben dressed up in his costume complaining over a twig.

Mizore's eyes narrowed, "What do you want? Come to give me a hard time. Come to try and break my face?"

"I'm here to prove your innocence." Ben responded causing Mizore's eyes to widen slightly, "I know you didn't hurt those students, the whole thing was a ploy by Kotsubo to-"

"Telling lies about me, American?" the two turned to see Kotsubo approach them.

"Mr. Kotsubo?" Mizore asked.

"Careful, it's awfully windy. A poor, melancholy girl could fall...And no one would notice." Kotsubo said.

"Hey, Jackass, I'm here too!" Ben responded.

"Hm?"

"I know it was you, those kids aren't actually hurt, you just told them to play along with your story so that you could get Mizore expelled!"

"And what proof do you have of this?"

"Haha, I have written, and verbal evidence. As well as a motive, you are known by the other teachers for preying on younger girls. I got you right where I want you."

"Oh, please, it's your word against mine. Who are they going to believe, a kid who is defending a girl notorious for freezing a teacher, or me, a teacher who has never been known to have ill will towards his students?" Kotsubo gave a cocky smile.

"I-I only did that because of what you tried to do to me, I was defending myself!" Mizore countered.

"But Mizore, you said you loved me. Did it really matter that much? You seemed into it before."

Ben, not being one to speculate, turned to Mizore, gripped her by the shoulders and asked, "Mizore...what did this man do to you?" Mizore stood with tears welling up in her eyes. She wouldn't say.

Kotsubo approached them and Mizore instinctively pushed him of the edge with her ice, "Get away!" she shouted. She fell to her knees and began to cry, the trauma of what had happened before catching up to her.

"Mizore...what happened? I can help you." Mizore then leaned into Ben's ear and whispered the most terrible thing he could imagine, "That sonova-"

Ben was cut off by a large tentacle coming up and slapping him towards the ground all while grabbing onto Mizore, "No, BEN!" Mizore shouted as she was pulled toward Kostubo revealing his true form. "Huagh! Let. Go of me!" Mizore shouted as a tentacle wrapped around her neck and held her up to meet Kostubo eye to eye.

"Oh Mizore, so sweet, so naïve. You think that because we once had something I'd just forgive you? No, I will make sure that you are not remembered, I will finish this myself." Kotsubo began to squeeze around Mizore's neck and she started to lose consciousness. Suddenly, Kotsubo was hit in the head by a rock, "What the-"

"Hey, fuckface." Ben said as he got off the ground, "If you want to hurt her, you'll have to go through me first!"

"You?" Kostubo chuckled, "And what the hell will you do boy?"

"I'll kick your ass!" Ben didn't notice some of his items that had scattered across the ground after getting hit, and frankly he didn't care, "There are many things in this world I hate, muggers, criminals, super villains, aliens, Ghosts n' Goblins, murderers. But nothing, and I mean NOTHING, compares to the disgrace to this world that are rapists! I will kick your ass so hard you won't be able to walk for the rest of your life!"

Kotsubo gritted his teeth, "Is that a threat boy!?"

"No," Ben punched his fists together and got into a fighters stance, "it's a fucking promise!"

Kotsubo continued to hold Mizore by her throat as he fought Ben. He would use his tentacles to swipe and slam, but Ben was keeping up easily and dodging all his attacks, "Dammit, how can you avoid my attacks so easily!?"

"I have extensive knowledge fighting Octopus themed assholes!" Ben retorted as he was able to get a punch in. Ben was definitely at the disadvantage here. There was nothing to swing on, so he had to depend on his ornate fighting skill.

"Mizore!" Ben heard the distinct voice of Tsukune approaching them, "What the hell? Ben what's going on?!"

Ben avoided a slam, but was still slammed to the ground after not dodging another tentacle, "Ugh...Kotsubo...jackass, is behind everything...I was right." he grunted in pain as he got to his feet, "Move!" Ben grabbed Tsukune and Moka and dove out of the way of another attack. "Damn." Ben saw his hand covering Moka's chest and came to the resolution he clearly needed help, "Alright, hopefully she'll help." _God knows she's probably pissed at me._ Ben pulled on the rosario as hard as he could and revealed Moka's true form.

"Tch. So now you want my help?" Moka asked.

"I'm out of my element here okay, he has every advantage against me."

Moka nodded, "Tsukune, stay back." Tsukune nodded and got what he thought was a safe distance from the fight.

"Just because there's two of you don't think you have an advantage, I'm in control here!" Kotsubo shouted. Ben dashed left and Moka right. Kotsubo smirked at their 'Divide and Conquer' strategy. He easily could hit both at the same time. What he didn't expect w as s for Ben to use his webbing to pull Moka forward anand slam Kotsubo in the chest making him stagger backwards. This was followed by a punch to his face by Ben and another kick to his gut, all in quick succession. The force was so strong that Kotsubo was knocked off the cliff with Mizore still in his grasp, though he had slipped down to just her waist.

Ben saw them falling and dove after them, shooting a webline to Mizore and one to the side of the cliff he was able to hang with the two monsters in tow. _Damn, this guy is kinda heavy._

"Give up Reilly!" Kotsubo, "You must make a choice, yourself, or no one!" he chuckled, "I've won, and I will live, but you shall die!" Ben began to pull Mizore towards him who was in pain by the two forces pulling her. Ben then felt himself being pulled up and he looked up to see Moka pulling his strand towards her. _That's it._ Ben thought.

"Moka, Tsukune, take Mizore's hand!" Ben said. As the two did so, Ben brought out his paralysis blades and cut through Kotsubo's tentacle.

"Ow, you son of a-" and his tentacle was cut. Kotsubo fell to the ocean bellow as Ben held onto the side of the wall.

"Bitch." Ben spat as he slowly climbed up. Ben got to the top of the cliff to see Muzore crying in Tsukune's arms continuously apologizing for everything she did. She then walked up to Ben and apologized to him properly by bowing. Ben lifted up her face with his thumb and index finger, he then removed his mask so they could see eye to eye. "You were wrong you know." Mizore blinked a few times in confusion, "We don't have the same eyes. You said we were the same because they were dull and seemingly lifeless. But your eyes are as full of life as a small child. Your eyes still have hopes and dreams behind them. Your eyes show a girl who had been through so much, but she still hoped for retribution. I'm here to tell you that your hopes will be seen, there is more than enough evidence to put this guy away for good. I promise you that." Mizore's eyes began to water up again as she dug her face into Ben's chest. All he could do was just pat her on the back. Tsukune offered to walk her back to her dorm, letting Ben alone with Moka. _Which is good, because I need to apologize._

Moka walked to where Ben's stuff had fallen out when he was knocked down earlier. The items were his phone, his camera, and a notepad. Moka picked up Ben's phone and saw the music was on, but not playing, "I thought something was missing." she mumbled as she scrolled through his music with intrigue.

" _Moka,_ " Ben called, " _Moka listen. About yesterday...I was being a dick. I never should have snapped at you like that and...and I'm sorry._ "

Moka's eye's widened slightly at the apology before she gave a light chuckle, " _Is that all? You need to relax. You've just got your head dug so deep in this loathing that you forgot that you have fun when you fight. I mean, you weren't even playing your music._ " Moka scrolled over to 'Party Music' on Ben's phone and saw 'Shake That' by Eminem.

" _You wouldn't want me to change?_ " Ben asked.

" _No,_ " Moka responded as she held the phone to her ear to listen to the song, " _you shouldn't be something you're not, that's just counter productive to being a better person like you wanted right?_ " Ben just looked down, unsure of what he was supposed to do before his thoughts were broken apart by a loud chuckle from Moka, it was almost a laugh really. " _Interesting music, Ben._ " she said walking away.

" _Uh, Moka, I need my phone back._ "

" _Is this what you are hoping to get a girl to do for you?_ " Moka turned up the song so that it was at the chorus, she then stopped dead in her tracks and with the smuggest expression swayed her hips back and forth.

The motion was so sudden for Ben, never before had he seen sexiness like that. It was so sexy that Ben actually had to cover his nose. Moka saw the whole thing play out and genuinely laughed at Ben, " _Haha, you're mutant friend was right, it is fun to tease you._ " Moka laughed as she tossed Ben his phone and walked away.

Ben stood still, the scene replaying over and over again in his head, " _...I have no idea how I'm going to sleep tonight._ " Ben said to himself.

oOoOoOoOoOoOoOoOoOo

 **Moka**

oOoOoOoOoOoOoOoOoOo

 _Why did you do that?_ Outer Moka, who was currently sealed away because the rosary was removed, asked Inner Moka. "I did that because Laura, the mutant asked me to take care of him, and that sometimes I should...tease him. That was a tease right?" _...You like him don't you?_ the smug grin from Outer Moka was practically visible. "Tch. Shut up in there, otherwise I may just stay like this for awhile." _Please no, I was only kidding!_

oOoOoOoOoOoOoOoOoOo

 **Ben**

oOoOoOoOoOoOoOoOoOo

The next day, Ben didn't get up for classes. He had overslept and awoke to his alarm still going after five hours. He felt his stomach churning and he ran quickly to ththe toilet to puke. Problem is, he hasn't really been eating a lot either so he was just dry heaving and releasing bile. He quickly washed his face and looked at himself in the mirror, he saw that his face was utterly pale and his eyes seemed blank. He thought back to what Mizore had told him the first time he talked to her _"They are eyes that have seen the horrors or the world. Eyes that have given up. You don't care what happens to you, and you are truly blank. Eyes are windows to the soul, and the soul I see is dying, no emotion, no hope."_ Mizore's words rang through his head like a bell. **The girl seems spot on.**

"We aren't the same Mizore...but you were right."


	18. Corrosion and Corruption

**Corrosion and Corruption**

Tsukune woke up in a cold sweat. To be fair, he woke up because he felt a sharp pang on his neck. When he felt where the pain was he could feel the incisions made by Moka's fangs. _That's weird,_ he thought, _they're usually gone after a few hours...and they've never hurt like this before._ _I wonder if it got infected? Hopefully it's nothing major._

 **Next Morning...**

"Good morning Tsukune!" Moka greeted, her smile as bright as ever.

"You're up early this morning Moka." Tsukune greeted. The two were walking on the pathway towards the school. After all these months, Tsukune would be lying if he said the place didn't still give him the creeps.

"Well, we are electing class president today remember?" Moka chuckled. She tilted her head slightly in confusion, "Where's Ben?"

"He-" Tsukune had no idea where Ben was. Yesterday he didn't answer his door and today the same thing happened. Tsukune sighed, "I don't know. I wish he'd at least let us know if everything was okay or not."

Moka frowned and stepped in front of Tsukune to stop him in his tracks, "Tsukune, are YOU okay?"

"Huh?"

"You're pale as a spirit." Moka said worried. She stared at Tsukune's neck, "What are those...those look like...no, they can't be my fang marks." Moka bit her lip in frustration, "They always disappear after a little bit." she mumbled.

Tsukune quickly flailed a bit and tried to cover it up, "N-No, Moka I'm fine. Really. My heart just starts to flutter every time I get near you."

Hearing that Moka's heart seemed to skip a beat, "R-Really?" _**Oh, please. You can't seriously be-**_ "Shh."

"Y-Yeah, you just...you know, smell really nice." _Smooth Tsukune, real smooth. Response of the year._

Moka blushed and her hands began to clam up, "I-I feel the same way too." Moka moved her face closer to Tsukune's, "Tsuku-" her sentence was cut off by the near impending death that flew right between the twos faces.

"What the hell was that?" Tsukune asked. Moka pulled an ice knife out of the tree that read "PDA PDA". "Shirayuki?" Tsukune questioned.

Mizore came out of her hiding place behind a tree and greeted Tsukune with her smile and shortened hair that she had gotten the day before, "Please, call me Mizore. After all with our history."

"History..?" Tsukune and Moka both questioned. "Uh...well. Good morning, Mizore."

Mizore flinched slightly, her heart beating faster than before, "Good morning, Tsukune." with that she gave a sweet smile and ran off.

 _She's definitely a strange one. But I'm sure she won't cause anymore trouble. So now we can finally have some peace and quiet._

Reality was not so kind it would seem.

 **In Class...**

"Okay everybody," Nekonome called out, "time to announce our new class president!" she opened up the ballot box and counted the votes. "And the winner is...as to be expected...TSUKUNE AONO!" she said with joy as she let off a confetti blaster.

The class cheered, Tsukune could even hear what they were saying about him, "He'll be great."

"Yeah, he is way tougher than he looks."

"He got Mizore reinstated!"

"No! Why me? I didn't even volunteer!" Tsukune cried out in fear. _What if...what if they find out the truth about me?_

"What the hell is going on here?" the class door opened and in walked the first Monster encounter Tsukune had in campus, Saizo. "I skip homeroom for a few minutes and everyone goes nuts."

"They were excited at the thought of your ugly mug not showing up today." another voice said out in the hall. Walking through the doors was Ben...or at least a very zombie looking Ben. His skin was pale as could be, he looked like he wasn't eating and his eyes were slightly red, they looked almost irritated, and the pupils were dialated.

"You say something to me, ass?" Saizo said with a threatening glare.

"I did, but if you're too dumb to comprehend then...whatever." Ben went and sat by the windowsill seeing as his old seat had be given back to Mizore, which he had no problem with.

Saizo grunted in annoyance, "Point is, Aono here isn't fit to be president. Because without his little girlfriend he isn't anything." Saizo then pointed to Tsukune menacingly, "Face it, in a one-on-one fight you couldn't take me. Little fish shouldn't make big waves."

"Oh, please." Ben groaned, "You're about as threatening as an american horror flick. You couldn't lift more than a truck. Take your own advice and quit trying to make waves." Saizo stared daggers at Ben.

"You aren't even worth it, I don't even have to fight you." Saizo then walked to his desk and sat down. Tsukune took everything into consideration and sat down. _What the hell is going on?_ Tsukune thought, he quickly rubbed his neck as he felt a sharp pain, _Again?_

oOoOoOoOoOoOoOoOoOo

 **Ben**

oOoOoOoOoOoOoOoOoOo

Ben heard Tsukune knock on his door earlier that morning. Actually he had noticed that Tsukune waited for Ben for awhile, but Ben didn't say anything. He didn't want to go to class today. He seemed to have...a premonition, in the form of a nightmare. He was standing in the courtyard in front of the school, and saw a group of monsters. These monsters seemed different than the others though, they were half-breeds...Monstrels was the technical term. But they seemed to have a personal vendetta, either against him or his friends he couldn't remember. The problem with all of this for Ben was that when the monstrels stepped closer into the light so he could see them more clearly...well, they turned into his friends...but their personalities were vastly changed. They seemed to be culmination of Ben's deepest fears. Regret, paranoia, not leading a fulfilling life, death. But his biggest fear was the monstrel that looked like him, clones. More specifically, lack of free will because he was cloned from someone his decisions would be similar right? The idea that his ideas, likes, dislikes, feelings...none are his own. The idea that he'll just be another Peter Parker instead of being his own person...that was his fear. He wanted to have a real life...but could he ever have one?

It was these fears, and Ben lingering on them for a while, that his anxiety and depression began to sneak up on him in the morning. He had decided, within the last couple of days to switch from two pills to three, as the dosage felt as if it wasn't working. However, today seemed awfully severe, he wasn't sure if three would be enough. He took three for now, but he kept the remainder of the pills in his pocket. " _Fuck._ " he muttered under his breath as he rubbed his face. He w as s sitting upright in his room. His dorm itself had fell into a bit of disarray, clothes were scattered and there was garbage all over the floor.

After a few minutes of sulking Ben got up and walked to his bathroom, but as soon as he stood up the weirdest thing happened. Ben took two steps forward and then collapsed...he blacked out. He woke up later to see he had been down for about ten minutes, " _What the fuck?_ " Ben said as he struggled to get up, _"That was weird._ " **Don't worry, everything is fine...just some exhaustion from the last few days.** " _I suppose that makes sense. I could have over exerted myself against Kotsubo the other day._ " Ben finally made it to his toilet, but another problem arose, " _Fuck--HUACK_!" Ben bent over and got as much puke into the toilet as he could. _This is two days now...why am I puking so much? I haven't even eaten anything yet._

Ben took a quick shower, trying to keep his balance while standing up, and then got ready for the day. _I missed yesterday, I should go to class._ **Yes, but leave if this happens again.** Ben sloppily threw on some clothes and left his dorm.

Fast forward a bit, Ben is roughly fifteen minutes late into class with Saizo just ahead of him. That didn't feel good. He eventually took his seat at the windowsill after his verbal spat with the monster and got ready for class. He quickly looked at Tsukune was rubbing his neck in pain. Halfway into the lecture Ben started rubbing his temples, he couldn't stop thinking about that nightmare. Everytime one of his friends came to mind they simply berated him, he began if that was what they really thought...if they were even friends to begin with. Ben obviously didn't treat them as equals, hell, he just met Mizore the other day, so she is probably out of the equation. But it was the image of Tsukune shunning him for being different, and Kurumu for reminding him of his past mistakes that made it hard. Ben couldn't take it, mid lecture he got up and walked out of the class unexpectedly. Though he didn't see it, his friends were concerned.

Ben walked into the hallway and took the last four or five pills that were left. _Just get out of my head!_ He internally screamed. Ben walked down the hallway, he made a turn and the hall turned into a long blacked out corridor with only a single path. _Was this always here?_ Ben thought. **You try to rid your fears through medication, but you must remember that you have to face them head on eventually. Come. Why don't I help you overcome your fear, let me help rid you of your depression.** Ben looked at the blacked out corridor with intrigue, but also uncertainty. " _Fuck that noise!_ " Ben decided and he turned around to go back, but found a wall blocking his path. He then turned to go the other way and a wall also blocked his path. " _Down the hall I go, I guess._ " Ben began walking down the hall where the floor was eventually lined with blood, " _Hey, so like...are you God?_ " **I am a god, yes.** " _Loki?_ " **No, no. Nothing like that.** " _Huh, you've been talking to me for a while now haven't you."_ **I am just trying to lead you to your salvation.** " _And salvation is me walking down this weird Max Payne hallway? Am I going to relive the death of my wife and child?_ " **This hallway is your cognizance, you will encounter all of your fears, and when you are finished, I will give you a solution.** " _Well, let's get moving then_ "

oOoOoOoOoOoOoOoOoOo

 **Tsukune**

oOoOoOoOoOoOoOoOoOo

 **Lunch Time...**

"...And then Ben just stood up and walked out of class. It was...really weird." Tsukune said, as he just finished telling Yukari about what happened (reminder, they aren't in the same homeroom).

"That's crazy, isn't Ben a top tier student, like moi." Yukari said gesturing towards herself with a puffed out chest.

"I don't see why you are so worked up," Kurumu mentioned, "Ben told us not to worry about him. Sure it's a little weird but did you see the guy? He's obviously sick. He needs to just go home and recover." Kurumu took a bite of her food, "Speaking of being sick, are you alright Tsukune? Your looking pretty pale these days too."

"O-Oh, you think so?" Tsukune asked. "It's just...well, the side of my neck has been hurting lately. It's from...well, you know, moka. I just don't understand why though."

Kurumu looked up slightly, "Oh, Moka."

"Hey Tsukune, hey guys!" Moka said gleefully, "I'm so glad I found you guys, didn't want to miss eating lunch with you. "Oh, Tsukune, when you get the chance Ms. Nekonome is looking for you, some prez stuff I think."

"Ooo, President Tsukune. It's got a nice ring to it don't it?" Kurumu asked, "...Um. What were we talking about again?"

"Nothing, nothing." Tsukune said, glad to be rid of that conversation.

Up above on the rooftop stood a group of delinquents looking down on Tsukune and his friends. Specifically, Saizo and his "Friends". "Look at them," Saizo complained, " Moka Akashiya, the hottest girl in school, Yukari Sendo, the smartest girl in school and Kurumu Korono the...well you get it. And they are all flocked around that piece of crap Aono!" Saizo gritted his teeth, "Look at his cheesy smile, don't you just want to kill him?"

"Are you sure about this Saizo?" a voice asked, "Listen to the rumors, from Chopper Rikishi, to Kuyo the head of the enforcers-"

"Stuff it Mido!" Saizo snapped. The person he was talking to was Kusabi Mido, a monstrel...well, he was a part of this whole monstrel gang. He had a clean haircut with a scar across the left side of his face. He also wore earings and a leather jacket. The gang is group that go to prove their superiority to other monsters. They are highly known for the consequences of losing to "purebreads". "All those rumors are false! I've fought the guy before, he doesn't have anything.

"All I'm saying is, remember your place. We have to stick together. You know what happens when a monstrel loses to a purebread, we all look bad. It's all for one...and one for all. Sometimes I wonder if you even understand that!" Mido scolded.

"Oh, he understands." another monstrel mentioned with a smirk. He had longer hair that covered one of his eyes, and he wore clothes that made him look like a skater in the early 2000's. His name was Moroha, "high risk, higher reward. If we beat the legendary Tsukune Aono, we monstrels will have more respect than even the strongest of purebreads out there."

"Yeah," another monstrel agreed, this one wearing a black shirt and a beanie, "I say if we do it, we do it now!"

Mido sighed, "Fine, but you all go together. None of this 'Lone Wolf' crap. This isn't an action flick. And remember the consequences." Mido warned. The two nodded and left. Mido stayed behind and looked on at Tsukune and friends a little longer. "Hmm. Interesting."

oOoOoOoOoOoOoOoOoOo

 **Ben**

oOoOoOoOoOoOoOoOoOo

Ben continued to walk down the narrow hallway looking through what seemed to be his past. "What's this?" he asked. **You keep asking yourself what the point is. 'Why am I Scarlet Spider?' you ask yourself.** "Well-" **In a metaphorical sense, not a literal sense.** "Okay, interrupting, no that's cool." **Let's take you back to some of the first instances of your...self doubt.**

 **10 months ago...**

 **New York, Galactus Invasion, SHIELD Operation: Fate of Two Worlds**

"Okay Ben, I'm gonna go up and help stop Galactus." Ben saw an ethereal projection of his past, his first memory being Peter giving him orders.

"What? C'mon man, I can help you guys out!" Ben complained.

"No, Ben! We need people in the streets to help civilians. People like Daredevil and Punisher can't do it themselves." Peter, suited up in his Spider-Man suit took off to assist the others with fighting Galactus.

Ben kicked a rock on the rooftop he was on, "Geez, why do even bother to hang with them."

The image flashed forward a little while later after Ben had just saved a group of civilians, "Who the hell are you?" one of the civilians asked.

"I'm the Scarlet Spider."

"Why are you here?"

"I'm here to help, dude." Ben replied, slightly frustrated.

"Then why aren't you up there helping the other heroes!" he pointed to looming threat of Galactus and the heroes that went to stop him.

"Damn man, I'm just trying to help."

"As long as that-that thing is here, you aren't helping, you're just part of the problem." the other civilians began to agree and Ben decided to leave.

"Damn man, if people don't care what's the point?"

 **Present**

 **You see? Even then you had been questioning yourself. Questioning your purpose.** "Yeah, so? So people got pissed, so what?" **Perhaps you need more convincing.** **You seem to forget that people don't care if you are around or not.**

Ben was then shown one of his last physical encounters with Peter. Peter just wanted to give Ben a place to stay, but Ben just got angry. Truth was, Ben did want to stay, but he felt he'd be more of a problem towards Peter than he would be a help. **He was angry at you after that you know.** "What? Are you sure?" **Of course! To him, you blew up in his face for no reason! He resents you.** "No...he was just talking to me." **But did you ever apologize? He may have feelings of anger towards you and you don't know it.** Ben looked down solemnly, "I guess so." **Your a mess Reilly, but don't worry. By the time we are done, I will present you a solution.**

oOooOoOoOoOoOoOoOoOoOo

While Ben wondered around the halls of Yokai in his own little world, Keito took notice of his...awkward walking and dead eye look and decided to follow him. "What are you doing Ben Reilly?"

oOoOoOoOoOoOoOoOoOo

 **Tsukune**

oOoOoOoOoOoOoOoOoOo

Tsukune was walking with Moka to deliver some papers for Nekonome when he suddenly felt a sharp pain in his neck and dropped all the papers. "Tsukune, are you okay?!" Moka gasped.

"I-I'm fine. I just got a little dizzy is all." _Damn! It's happening again. The punctures are stinging like crazy, they feel like they're on fire!_ Tsukune's conciousness drifted in and out, _Woah, now my vision is getting blurry. This can't be good..._

"Tsukune, you're burning up!" Moka said worriedly, "Tsukune..." Tsukune didn't respond and instead collapsed face first into her chest. _**Idiot, trying to act all tough.**_ "What do you mean?" _**The blood we infused him with must still be flowing through his veins. If this goes on much longer...well frankly, his humanity would be corroded.**_ Moka just stared in utter disbelief, _**I knew this could happen but...he seemed fine everytime we did it so far.**_ "M-My blood is killing Tsukune? N-No! It can't be!"

Tsukune began to groan in pain, _it's getting worse...oh God...something is really wrong! It's as if my whole body is disintegrating!_

"What's the matter Tsukune? Feeling sick? Ha Ha Ha!" a voice called out from behind them. Turning around, Tsukune and Moka saw Saizo and his compatriots, "Looks like this is my day, sucks for you Aono!"

"S-Saizo?!" Tsukune asked, _Are you fucking serious?_

"Worried about me? Haha, you should be checking your back!"

"What?" Tsukune looked behind him to see a figure flash into view.

"Hello, Tsukune. Name's Moroha." Moroha said as he made his hands form into blades. Specifically, his fingers extend outward, and then web together with a sharp edge making a blade of sorts. "Sorry for the surprise attack."

"Tsukune, watch out!" Moka yelled, but it was too late. Moroha performed an X-Slice that went from Tsukune's waist to his shoulders (without going all the way through). Both Tsukune and Moka had dumbfounded faces.

"See, told you you were nothing." Saizo laughed.

"Kinda disappointed, not gonna lie. Thought he'd be better. I should have only used one hand." Moroha said.

"Tsukune, no!" Moka cried as she sprinted towards him, before being forcefully grabbed by her arm.

"Woah, I'm not letting you get any closer to him. No way, no how." Saizo said remembering their last encounter. Moka looked at Saizo, shocked, "Oh yeah, I payed attention. When he removes your rosario you turn into a vampire and that's who beat Kuyo right? No him, not that American, but you." Saizo began to transform into his true form while laughing, "Revenge, is sweet."

Tsukune lied in the ground, unmoving. Every time he tried his body would just reject him. _Damn. Moka, I need...to help her. But how? I can't move...my body feels numb. What can I do?_

Moka tried one last sprint for Tsukune, but was grabbed by Saizo's large arm ripping most her clothing off, "Oh..."

"Now we can have fun again!" Saizo said his allies cheered.

"No!" Moka screamed, "TSUKUNE!"

The monstrel with the hoodie was laughing and drooling at the same time at the sight of Moka in her bra, when he was gripped around the back of his skull by a now conscious Tsukune. However, now he was in his vampiric form. "Tsukune?" Saizo said, surprised.

"No, not after what I did to him!" Moroha added.

"But how? I didn't give him any blood." Moka asked quietly. _**It's because our blood still runs through his veins. The same blood that is corroding his humanity, in the thick of battle it's changing him in a different way. He's turning into a vampire!**_

"Ow, ow, ow! Not cool Saizo, this isn't how you'd said it'd be!" the hoodie monstrel said as Tsukune tightened his grip around the monstrel's head.

Moroha gritted his teeth in anger, "Dumbass! This time, I'll kill you for sure!"

Tsukune just lifted up the beanie monstrel and used him as a weapon as Tsukune made him kick Moroha in the face. The force was so strong that Moroha went flying into a tree dozens of kilometers away, as well as the beanie monstrel that Tsukune had thrown as soon as his feet made contact with Moroha. Tsukune then turned his attention towards Saizo, "R-Red eyes? But, those are like Moka's! No, you can't be! You can't be a vampire!" Saizo lifted up his hand for a massive slash, "You are nothing but trash!" Saizo slashed down and Tsukune easily side-stepped the attack and followed up with a ferocious jab sending Saizo across the forested area destroying dozens of trees and knocking him out cold.

"Tsukune!" Moka cried out. She wasn't sure if he was actually there or not, "Tsukune!" she called again. This time he turned and smiled to which Moka returned and the two embraced in a hug. _**Something is changing within him. And you better be prepared for when it does...I know I am.**_ Moka hugger Tsukune tighter before they were interrupted by yelling.

"-une, Moka!"

"What was that?" Tsukune asked.

"Tsukune, Moka!" the two turned around to see Keito sprinting towards them.

"Keito?" Moka asked, "What's wrong?"

Keito stopped just before the two catching her breath, "It's Ben..." she said with tears streaming down her face.

oOoOoOoOoOoOoOoOoOo

 **Ben**

oOoOoOoOoOoOoOoOoOo

 **Weird Hallway...**

"Bro, fuck this Max Payne hallway, seriously, it's depressing." **Bear with it for a little longer.** The voice said as Ben was showed another projection. The projection was of Ben in one of his many tussles against Kaine, his brother.

"C'mon you big son of a bitch!" Ben taunted, "Why the hell do you want to kill me anyways?"

Kaine took a massive swing and narrowly missed, "I want to show you that you aren't perfect!"

Ben ducked another attack and sent a hook to Kaine, "That's kinda lame," Ben laughed, "I'm perfect! You're just jealous!"

Kaine sent, and landed an uppercut to Ben's gut which made him collapse almost immediately, "You aren't perfect. You're just a clone. You'll never be like the real deal. If I kill you here and now, no one would miss you."

"What about you?" Ben argued, "You're a sad excuse of a clone!"

"Yeah, but at least I'm my own person." Kaine countered leaving Ben angry.

Jumping back to the present Ben was angry for reliving that memory as it reminded him that he wasn't his own person and everything he does could be the same choices Peter would make. **You have no free will. That is one of your fears.**

Ben continued down the path and came to a more recent memory, "Oh this is-" **Yes, this is just recently from your time in Hokuto.**

It wasn't anything major, it was the little things Ben had noticed. Everytime Logan mentioned Ben, he called him a clone in some way and he seemed to have a massive distaste for mentioning him.

Ben looked down in disappointment, "It's not much but...God, I hate just being referred to as the clone. I have a personality too!"

"Yeah, a personality stolen from someone else."

Ben turned around to see a projection of Kurumu, "Kurumu?" **Yes, this is your projection of her, this is how you believe your friends see you.** "Really?" **Really.**

"You think you are your own person, but realistically you don't have a single original thought in your mind. If you think we are friends, then you are sorely mistaken." Kurumu disappeared and instead was replaced by Yukari.

"All your intelligence comes from your template, if you honestly think you have your own personality...well, you're dumber than Kurumu." she said with a cocky attitude.

Yukari was then replaced by Mizore, "Some super hero you are."

"Mizore?" Ben questioned.

"You say that you are there for people, but what about me?! Where were you when I needed a hero, huh? I was damn near raped, and then accused of assault! Where were you them?!"

"Mizore...I didn'tdidn't know about any of that then." Ben said trying to explain.

"You were just too busy trying to show off." Ben turned and saw Tsukune, "You think you helped when you announced to Kuyo that you were a meta? You made things worse and you know it. You just wanted to show you could take on his allies!"

"Tsukune..."

"Do what you will, but leave us out of it." Tsukune said as he and the others walked away.

"So that's what I think they see me?" Ben asked. **Yes. And you aren't wrong.** "I'm not?" **No, and why would you be? How do you know this isn't exactly what they are thinking. Perhaps, life would be better for them if you weren't in their life? I mean, do you really have to be here? Remember, this wasn't your job. You were in l.j y sent here because Parker got to go fuck off somewhere else.** Ben looked down as he continued walking, "I thought I was helping." Ben looked up and saw Inner Moka standing by a tree, but when he tried to approach her she turned and walked away.

 **You see? Even she rejects you. Think about it, why would a monster be friends with a human, much less a meta. Humans don't even like humans.** Ben looked down disappointed. **Don't worry, I can help you.** Ben looked up with a curious expression. **Follow the path.** The path opened up more and Ben was able to follow it, going past images of his past, including his run ins with Laura where things didn't go so well. Ethereal images appeared of his friends and allies and they all turned their back to shun him because he was not the original.

"You're a massive danger to all of us." Wolverine stated.

"You're nothing but a clone, a fake!" Johnny Storm added.

"Is there a point to all of this?" Ben asked. **This.** the voice stated as two pathways were shown.

oOoOoOoOoOoOoOoOoOo

As Keito followed Ben she was confused as to why he would go up on the rooftop. _Perhaps he wanted fresh air?_ she thought. Nevertheless, she continued to follow.

oOoOoOoOoOoOoOoOoOo

"I have to choose?" Ben asked. **Yes. Now that you know what your problem is you can either, take the right path, where everything is the same, or take the left path and everything changes.** "Everything?" Ben asked. **Yes, think of it as a hard reset. You can finally live your own life, you don't have to be a follower of the clones anymore. You can make friends that understand you.** "Hmmm. I would like that." Ben turned around to see Inner Moka watching him, "Moka!" he called, but she soon disappeared without saying anything. Ben looked down and gave some thought. _I could be a new me?_ **You could finally be...your own person.** Ben looked up with determination and took the left path. He stopped just at the edge of the new pathway and looked forward.

"-n!"

Ben looked up, "Did you hear something?"

oOoOoOoOoOoOoOoOoOo

Keito saw Ben as he took a step onto the ledge of the rooftop and looked down, "BEN!" she cried out, "Ben, please come down!"

oOoOoOoOoOoOoOoOoOo

 **Now, take the first step.** Ben took a step forward and felt his body go weightless. "Wow, this is surprisingly relaxing." **Hahahaha.**

Ben cocked his eyebrow in confusion, "What?" **Hahahaha. Have fun with your 'new' life...Fool!** The illusion faded and when reality came back to Ben's mind he was mere inches from landing face first on the cement from the top of the four storey building, "Oh..." was all he could say before he landed against the ground, creating a large crater and a pool of blood surrounding his body. His eyes were unmoving, conciousness was lost. All that could be heard were Keito's screams of horror.

Across the way, Mido watched the whole thing unfold, "Huh...guess a problem just took care of itself."

 **Signs of overdosing on Anti-depressants:**

 **- _Intense vomiting_**

 **- _loss of appetite_**

 **- _weakened state_**

 **-weakened Immunodeficiency System**

 **-increased heart rate**

 **- _Hallucinations_**

 **-seizures**

 **-tremors**

 **A/N: Didn't write one last chapter, decided to add one here. Though, it may not be appropriate. I hope you enjoyed the chapter. Things take a turn for the worst. Again, please, if you or anyone you know is suffering from depression or suicidal tendencies, seek professional help and help yourself. I love all of you for following this story, thank you for the favorites. Subscribe to PewDiePie (not as a meme, but seriously he is one of the few quality content creators). Have a nice day.**


	19. Arose

**Arose**

"Get him connected, we need to monitor his heart rate!" a nurse shouted frantically

"His head is split open, we need to stitch him up!"

"He's losing blood, get a transfusion bag! Does anybody know his blood type?"

"Heart rate decreasing, we need to stabilize!"

 **Music Cue: Arose--Eminem (0:00-3:00)**

There was frantic movement from on site nurses and doctors as they tried save Ben Reilly's life. Bursting through the doors was Tsukune Aono, Moka Akashiya, Kurumu Koruno, Yukari Sendo, Mizore Shirayuki and leading them was Keito of the Enforcers. When they walked in they saw the doctors trying to revive Ben using defibrillators. The others could only stand in fear, shock, and utter disbelief. Kurumu and Yukari gasped, while Mizore merely gulped. Moka held her hands to her mouth trying to suppress the urge to cry while Keito was damn near sobbing. Tsukune was the most vastly different of them all, Tsukune stood there completely silent. His mouth was agape and his eyes couldn't look away from Ben's unmoving body. He had seen Ben hurt before, but thisthis was different. Ben had attempted suicide...and if the doctor's can't help him...then he will have succeeded. _This can't be._ Tsukune thought, _Ben isn't like this! He has so much to live for!_ "You're going to have to leave." one of the doctors said.

"What, why, he's oour friend!" Kurumu argued.

"I'm sorry, but we need you to leave." the doctor put his arm on Tsukune's shoulder but he shrugged it off and tried to be by Ben, "Kid, stop!"

"You can't do this, he's my friend!" Tsukune yelled as he was being forced out of the room with the others, "Ben! BEN! DON'T DIE! You have so much to live for! BEN!" the doors closed and the students couldn't see what happened afterwards. The students were told they could wait in the waiting room for more information. The whole time Moka was the one consoling Keito.

"Are you Mr. Reilly's friends?" a doctor asked when he came out. The others nodded and the doctor sighed, "He uh...he's stable. His breathing is normal but..."

"But?" Keito asked.

"But he has fallen into a coma. There is no way we can be certain when he'll came out of it."

"Oh my God..." Keito said as she went into a fit of crying again.

"The best thing you can do now is...well, just have some faith that he'll get better." the doctor said before placing a hand on Tsukune's shoulder, "I'm sorry."

 **The next day...**

Tsukune solemnly walked into clubroom the next day bandaged from his chest to his neck, but still wearing his regular clothes. "Tsukune, what happened? Why are you all bandaged up?" Kurumu asked.

"Oh these?" Tsukune replied by tugging his collar out slightly, "It's nothing, forget about it. I just got jumped by some monstrels yesterday when I was helping out Moka." Tsukune put his thumb and index finger to his chin in thought, "I don't know why though. They just jumped me for some reason."

"But your neck looks-"

"Hm? Oh, this isn't from the fight." Tsukune reassured, "Don't worry about it."

"Did you say monstrels, Tsukune?" Yukari asked with a surprised tone.

"Yeah, but Moka's blood turned me into a vampire for a bit, so it's no big deal." Tsukune said still trying to drop the subject.

"No, this is a big deal Tsukune." Yukari warned with a serious tone, "The thing about monstrels is that there are so many of them. They are the most common type of monster. Notice I said 'type' and not 'form' that's because monstrels can take many forms. Because there are so many of them, they formed a gang. Making enemies of them isn't good for your health. Especially lately, I hear this group of bad-ass monstrels considers any purebread an enemy. You need to be really careful, otherwise they're bound to retaliate."

Kurumu looked down in despair, "What a crummy last few days...first Ben tried to commit suicide, then turns out Tsukune was jumped by a bunch of monstrels...it's terrible."

"Man, how do we stop them?" Moka asked. "We can't worry about Ben and watch our backs every day. What can we do to make sure what happened never happens again?"

Kurumu's eyes shot in surprise at the choice of words that Moka had used, "'What happened'? Moka, are you hiding something? Did something else happen to Tsukune? You better tell me," she threatened, "if I find out something else happened, I'm gonna be sooo mad at you."

"Kurumu?" Moka asked, unsure.

"Because if something happened to Tsukune, I could never forgive myself!" Kurumu said as she tackled Tsukune to the ground.

From the window Mizore could be slightly seen peeking through the window. She then quickly sat back down and went back to reading her shoujo manga, "So that's what happened yesterday, huh? That's too bad, I missed Tsukune fight." she then looked at her watch a packed up her things. "Hopefully you enjoy me reading you some shoujo, Ben."

oOoOoOoOoOoOoOoOoOo

 **Later...**

Tsukune and Moka walked each other to the dorms, like they always do. Moka, still on edge about yesterday, tried to break the silence, "Um, Tsukune? Tell me the truth." Tsukune looked at Moka showing she had his attention, "Your neck...it hasn't fully healed has it? The wound from when I infused you with my blood..."

"What?" Tsukune asked confused, "No, no, no, no, no! It's totally healed!" Tsukune lied by trying to wave everything off.

"You're a terrible liar." Moka said as she stamped her foot in anger, "Be honest with me! If it happens again, what am I supposed to tell Kurumu and everybody." Moka paced nervously in place, "Remember, it's my blood that's causing your body to undergo...this weird transformation? Right?"

 _Transformation?_ Tsukune thought _She means me becoming a vampire, right?_ "T-that's ridiculous!" Tsukune argued as he turned away quickly, "Sure, I felt funny yesterday, but I feel perfectly fine today."

Moka gasped in disgust. She couldn't believe he would lie to her like that, "If you're so fine, then show me! Take that bandage off your neck!" Moka moved towards Tsukune and tried to remove the bandage herself, "...And let me see!"

"Woah, Moka!" Tsukune was knocked off balance and the two fell to the ground. After a short tussle, the two finally stop and stand back up, both huffing in exhaustion, "I don't have to show you anything." Tsukune snapped, "It doesn't matter if it was your blood or not. It's in my body now. It's none of your business." Tsukune turned and walked away leaving Moka on her own.

"Tsukune..." Moka said solemnly. She clutched her rosario, tears welling up on her cheeks, "Please, tell me...will he recover? Without my help...will Tsukune's body-" _**Hey, look, I know you are in mood right now, but you've got danger coming up in you!**_ Moka turned around and before she knew it she blacked out.

 **The next day...**

Tsukune sat with Kurumu and Yukari at their usual lunch table outside below the pergola, "Huh? Moka isn't here?" Yukari asked.

Kurumu nodded her head, "And without letting anyone know, that's so unlike her." Tsukune lowered his head in shame, _Is this because of our fight from yesterday?_ he thought, _I wasn't trying to upset her. I just didn't want her to worry about-_ "Tsukune, is something wrong?" Kurumu asked, snapping Tsukune out of his train of thought.

"Agh! No, everything is fine!" Tsukune yelled.

"Well, shoot..." Kurumu said as she snapped her fingers, "there was a reason I wanted to talk to Moka. I had asked Gin yesterday about monstrels." Tsukune leaned forward, intrigued on Gin's answer, "First, he says he just heard about Ben and let us know he was going to see him later on, second he said one simple thing: leave them alone." Tsukune gulped at the advice, "Evidently it would seem as if even the Enforcers are scared of them, though that be because of a numbers thing. I just wanted to make sure we were all on the lookout." Kurumu noticed Tsukune wasn't paying attention and decided to gain it by sensually blowing on his neck, "Tsukune." she said softly.

Tsukune had the strongest shiver go down his spine, he was so surprised by the action he moved towards Yukari to hide, "Geez, you don't have to run away." Kurumu mentioned, "Tsukune, did something happen between you and Moka?" _What? What made her think thathat?_ Tsukune thought, reeling back slightly, "I can tell, your head is a million miles away, and Moka yesterday seemed like she was hiding something." Kurumu moved forward and pressed her body against Tsukune, "Does Moka have something to do with your wounds?"

"W-Wounds?" Tsukune asked trying to play coy.

Kurumu squinted her eyes in frustration, "Hmm, let me be more specific. Does Moka have anything to do with that wound on your neck?" Tsukune gulped in surprise, "Because if she did...I will never, ever, ever, forgive her." Kurumu then put her body more on Tsukune, "I hope you know, that I would never do anything to hurt you. I'd rather die than hurt you!"

Tsukune snapped into a realization. Moka just wanted what she thought was best, she was worried because she didn't like the idea that it was her blood hurting him, "I see..." Tsukune muttered. Kurumu leaned in for a kiss and Tsukune immediately left, "Thanks Kurumu!"

"Huh? Tsukune, where are you going!?" Kurumu shouted in anger, "...Stupid Tsukune." she said shaking her fist.

Tsukune ran as fast as he could to Moka's dorm to apologize. _Why didn't I see it? If I'm going through some weird transformation...Moka must think it's from her blood! She's blaming herself to whatever is happening to me, I'm so stupid! How could I say those awful things when she was already hurting?_ Tsukune kept thinking about what he said, _I'm just an idiot!_

"Yo!" a voice called ss Tsukune was running, "Where you rushing off to Aono?" Tsukune turned around to see someone intimidating coming towards him. That person was Mido. "Are you perhaps...looking for someone?" before Tsukune knew it he was surrounded. "You aren't going to exactly find who you're looking for in her dorm though." Mido said as one of his lackey's tossed Moka's book bag in front of Tsukune. _So the reason she wasn't in school today..._ "Name's Mido by the way. I'm a monstrel, so that about explains my beef with you. We have Akashiya, if you want her back, come with us." Tsukune wasn't sure what to do, but he needed to help Moka so he agreed.

Off in the distance, the local stalker, Mizore, saw the whole thing unfold, "...I better bring back up."

oOoOoOoOoOoOoOoOoOo

Tsukune had followed the monstrels for some time, they eventually led him to the abandoned school building. _The abandoned school building?_ he thought, _This is bad, no one could hear me call for help. If I die here...nobody would know._ "No, Tsukune don't come here!" Moka yelled in the distance. Tsukune could see she was chained up to a post, "Get away!"

"MOKA!" Tsukune shouted.

"Okay, let's get this over with." Mido said he smacked Tsukune back against a stack of boxes. "This is where you die." Mido said. He began to increase his aura to transform, but stopped when he saw an unexpected guest, "Hm? How did you get here?"

oOoOoOoOoOoOoOoOoOo

 **Ben**

oOoOoOoOoOoOoOoOoOo

 _Well...looks like I died. That kinda blows. But, we need to see the whole thing so let's go back to two days ago._

 **Two days ago...**

Ben lie on the operating table as the doctors try to stabilize his heart.

Ben opened his eyes to see an open area that seemed peaceful. No dark clouds, no wilting plants. It was a sunny sky, birds were chirping, bees pollinating. The weird thing is that Ben looked to be in the middle of Central Park, but he couldn't see any buildings off to the side. It was like an oasis of home in the middle of nowhere. "Well, you showed up sooner than expected." a man's voice said as he walked with a paper over to a bench. He sat down and began to read the paper.

"I'm sorry?" Ben asked, "Were you talking to me?"

The man turned the paper and chuckled, "No, I'm sorry." the man then patted the spot next to him, "Why don't you come sit down, you're gonna be here awhile." Ben was skeptical, but agreed anyways. He took a seat, not wanting to bother the man Ben just sat and twiddled his thumbs. "You read the sports section?" the man asked.

"Uh...sure, why not?" the man handed Ben the paper and he began to read, "Huh, Mets are in first place?" Ben asked.

"No, this paper is from three years ago." the man said causing Ben to scrunch his face in confusion.

"Okay, who are you, really?" Ben asked.

The man took off his hat and put his paper down and looked at Ben, "Look at you. You look just like him." he said, "You know, I'm very proud of you, all three of you."

Ben stared at the man and a lump formed in his throat, "Oh my God..." Ben said quietly, "You're him. You're-"

"That's right son." the man said with an innocent smile, "I'm Ben Parker." he smiled and placed his hand in Ben's shoulder, "But you can call me, Uncle Ben."

"A-Am I dead?" Ben asked, realization just hitting him.

"Not quite, you're at the gates, but you still have a couple miles to go." Uncle Ben replied.

"What happened? I barely remember anything, I remember walking down a hallway...then I..." Ben struggled to remember past events that led to this point, "I-I fell...I think, I was walking and next thing I knew I was inches away from the ground."

Uncle Ben nodded his head slowly, "You were hallucinating from the overdose of anti-depression medication you had been taking."

"Wait...so I didn't fall?" Ben asked.

"No, you did. You see, your mindset was in a state where you were in a constant state of subconscious. It was because of this that an evil being known as Nightmare was able to infiltrate your mind. He doesn't have any power in your physical form, but in your subconscious he subjects you to your fears so he can feed off your power."

Ben sat completely shocked by the information, "So, these past few months...all of my nightmares... _that_ voice...that was him! He's been messing with my head? Feeding me lies and using me as some sort of gas can?" Ben clenched his fists and began to cry, "Those things I said, the way I snapped at my friends. It was all because of him! _*sob*_ I didn't want to die." Uncle Ben then brought Ben in his arms to try and comfort him, "It isn't fair! Everything I do, everywhere I go, I don't have any free will! Do I even have a personality? Do I have humanity?"

"Now you listen here," Uncle Ben said to get Ben's attention, "you do have a personality, and you are one of the best humans I've ever seen. You have such a big heart. Your humanity will never be questioned." Ben looked at Uncle Ben and rubbed his eyes of tears, "But are you going to give up here? That doesn't sound like you. That doesn't sound like you or Peter, or even Kaine. You have to keep moving forward, never give up. No matter how terrible a situation may be, you owe it to yourself to give it your all."

"But what does that mean?"

"It means it isn't your time. When you leave here you will be dragged into your own subconscious. There you will have to fight for your body. You must face your fears and defeat Nightmare. Only then will you get your mind back."

Ben hugged Uncle Ben out of pure instinct, "Thank you Uncle Ben. I needed to hear this, I can't give up, not yet." Ben broke the hug and looked at the man who is cherished by Peter and who's every memory is positive, "I just have to ask something...Why did you help me? I'm not-"

"You are Peter's clone," Uncle Ben interrupted, "but that doesn't matter. Far as I'm concerned you three are brothers and I am proud of all of you. You all are my nephews. Sure, you fight, but you all have done so much good. I am proud to call all three of you my nephews." he said with a smile.

"Uncle Ben...I-" Ben then was sucked down through the earth. He was revived and now must fight for his body.

Uncle Ben sat on the bench, tears rolling down his face, "Yeah, I love you too son. Now go get 'em."

oOoOoOoOoOoOoOoOoOo

"AGGGGHHHHHHH!" Ben screamed as he fell from the sky, descending rapidly towards the ground. Finally his decent was over and he landed with a massive crash that sounded like a mortar strike. "Ow...fuck." Ben said as he slowly got off the ground. When he stood up he could see he was in a rundown city. Destroyed buildings, broken water pipes, litter all over the ground and at the center of it all was a large tower that stood out from the rest. "Bro, nobody said I had to enter the Temen-ni-gru! I don't even have my stuff!" Ben sighed before he clasped his hands together and popped his shoulders and began walking towards the ominous tower, "Well, no time like the present!"

Up on the tower sat Nightmare, a humanoid demon with greenish skin, red eyes, black messy hair, pointy ears and a green jumpsuit with a black cape. " **Hm, it seems he has returned.** " Nightmare smiled lightly, " **Good, I would have been disappointed if he didn't put up at least a little bit of a fight. Now I can just gain more power. Hehehe. Hehehahahaha!** "

Back to Ben, he stood at the base of the tower and looked straight up, "Guess I have to reach the top huh?" he put his hands on the wall and tried to climb, but found out that when he tried he would just slide down. " **Hahaha. I'm glad you came!** " Ben turned his head to his left and saw Nightmare standing before him with a wicked smile spread across his face.

"You son of a bitch!" Ben threw a punch at the demon, but his hand phased through his body.

" **You fool, this is an astral projection.** " Nightmare explained.

"Get out of my head asshole!"

" **Ah, but where is the fun in that?** " Nightmare asked with a slight chuckle, " **I don't see why you are so mad. Think about it. I'm helping you. If you want to have control of your body and wake from this nightmare...all you have to do is...face your fears.** " Ben gritted his teeth in annoyance. Nightmare looked at his watch and fake gasped, " **But tick tock Reilly, for every minute you're in here is just more energy for me.** **See you at the top.** " Nightmare gave a wave using his fingers and his astral projection disappeared.

Ben punched the wall in frustration and the door to the tower opened for him. "Fine." Ben said with determination as he entered deeper into his subconscious, to the place where all his fears lie dormant. Upon entering the tower Ben was greeted with his first obstacle: A red headed woman that looked awfully familiar. "What? Is that-? Is that Mary Jane Watson?" Ben asked. "Hey babe, mind letting me pass?"

The woman, stood up and turned around revealing indeed to be Mary Jane Watson, _That's so fucking weird wwhy would it be-_ "YOU HAVE FAILED ME! WHY DO YOU ALWAYS LEAVE?!"

"Uh...what?" Ben asked. MJ then began to mutate and turned into a monstrous lamia, "Um...WHAT?" Ben asked even more confused, "Why the fuck are you a snake? I mean it's funny because you were just wearing cowboy boots, but why are you-?"

"Silence!" MJ commanded, "You abandoned me! You always leave for someone else! Am I not good enough for you?"

"Uh, hey babe, I hate to break this to you but...I've never dated you." Ben argued, "God, what the hell does this represent. A snake...a girl who claims I stand her up all the time..." Ben didn't have time to react as he was gripped by the tail of the lamia and began to be crushed, "Oh...I got it...she represents a fear of commitment. Because she's constricting me and she is an ex of Peter's. That's kinda funny..." Ben struggled to get out of the grasp. "Why MJ though?" suddenly a light bulb went off in his head, "I'm a clone, I'm based off Parker, my fears are his fears...that makes sense. Sins of thy father and what not. Great."

"This is how we should always be, together forever!" MJ shouted.

"MJ, I think we should break up!" _Not necessarily a good idea, but it may work._

The grip loosened slightly and tears began to well up in MJ's eyes, "W-What?"

"Yeah, it's not working out...it's not you, it's me." _wow, that sounds bad._ "Listen, you and I both know I have commitment issues. I can't always be there for you because of what I do. You need to find yourself someone who can treat you right."

MJ began to squeeze tighter nearly crushing Ben's back, "Why would you leave me? I'm perfect! I'm everything you would want!"

"That's true, but I'm not everything you want. Think about it...this is a toxic relationship." MJ let her grip loosen and Ben was able to break free. MJ's snake form shrunk down and became a more human size with MJ crying her eyes out. "Hey, hey, it's okay. You're still young, you're pretty you could get any guy." Ben comforted.

"Y-You really think so?" she asked between sobs.

"Of course. I don't doubt that you could get any guy. Besides, you and I...well, I live in Japan, you live in New York, the timezones are so different I don't think we could make it work."

"* _sniff*_ You're right. Thank you." She dissipated into a ball of light and entered Ben's body.

"Woah, that was weird."

" **Congratulations, you have conquered your fear of commitment. For that you have been granted your ability to fight back against your foes** " Nightmare called.

"What is this like a game?" Ben asked, frustrated.

" **More like a gauntlet actually.** "

The door to the next location opened up and Ben entered. It was a large stairway that led to the next floor. "Jesus, I'm a bonafide Mega Man. Such horseshit." Ben complained as he moved to the next level.

oOoOoOoOoOoOoOoOoOo

In the outside world, Ben's sleeping form saw a decrease in heart rate, but in a good way. "What does that mean doctor?" Keito asked.

"It just means that he was dreaming and that, for now, he's calmed down."

Keito bit her lip as she watched over Ben's sleeping form. "Come on Ben..."

oOoOoOoOoOoOoOoOoOo

"Fight back," Ben said to himself, "so what does that mean?" upon opening the door to the next area he was greeted to the Rhino, only he was about three times larger than usual. "Hey, so, what does this stand for?" Ben called out.

" **Isn't it obvious? It's your fear of not being strong enough to deal with your problems.** "

"Wow, Peter you have a lot of problems. You, me and Kaine need to sit down and talk to a shrink."

"RAGH!" the Rhino shouted in a gruff voice that sounded like someone dropped the base in their speech in Audacity.

"Woop, dodge it!" Ben said as he tried to dodge out of the way, but found himself instantly grabbed by the Rhino and slammed against the wall. The Rhino squished Ben's head against the wall making a crater. He then proceeded to run and slide Ben's face across the wall before slamming him into the ground.

" _*cough cough*_ " Ben hacked up blood. He got off the ground and actually felt weaker than before. "What the?"

oOoOoOoOoOoOoOoOoOo

Back in the real world, unconscious Ben hacked up some blood into his respiration mask. He likely would have suffocated if Keito hadn't been there to get the doctors.

oOoOoOoOoOoOoOoOoOo

" **Oh, do be careful. If you die in your head...well, you won't exactly have a brain to function your body would you?** "

"Great..." Ben said. _Why would I be scared of the Rhino anyways? I've already faced enemies way stronger and bigger than him anyways._ Ben's eyes widened in realization, _What if I've already dealt with these fears, but my head doesn't realize it yet? What if I just have to figure out what situation I've been in fits best with the fear I'm facing?_ The Rhino began charging at Ben again, this time Ben stood his ground and formed a fist. He threw a massive punch and the Rhino shattered upon contact.

" **WHAT?!** " Nightmare shouted. He quickly cleared his throat and regained his composure, " **No matter, you still have challenges to face.** "

 _He's scared of me seeing him...Good._

Next verse same ad the first. Ben recieved an orb giving him strength, some doors opened and he proceeded upwards. Through the next door, Ben was immediately met with a shockwave that slammed him against the wall, "Ow..." regaining his composure, Ben met face to face with Herman Shultz, the Shocker! "Okay, what the fuck?! D-List villains what could be-"

" **Paranoia.** "

"Why would it be...son of a bitch I figured it out." Ben pinched the bridge of his nose. _Paranoia, because I'm super paranoid to losing to someone who I've beaten. And Peter's actually lost to the guy once! Ugh, I just have to beat him the old fashioned way._ "Okay Herman, let's do this!" Shocker shot a shockwave and Ben had to jump to avoid it. Ben tried shooting a web line, but realized he had no Web Shooters, "...Fuck." landing with a roll Ben went to close the gap, "No problem, just avoid the shockwaves and make him my bitch."

Shocker slammed his hands together and let lose a massive shockwave that slammed Ben against the wall on the other side of the room. "Not my best, but I can still do this." Ben stood up and pulled some debris from the wall he collided with, _Okay Shocker, time for a shellshock._ Ben tossed one of the slabs of debris with all his force at Shocker, who blasted it out of the air. During his attack, Ben had lobbed another piece of debris high in the air, the arc it had it would land on Shocker's head. _Go!_ Ben dashed forward as Shocker charged up another attack, but before he could Ben pointed up at the debris which nailed Shocker square in his nose. Ben followed up with a devastating punch that could kill men and defeated the pincushion of a villain.

" **ARRGH** " Nightmare groaned in frustration.

"What's the matter, didn't think I'd make it?" Ben asked with a grin.

" **It doesn't matter, you have yet one more test to complete.** "

The doorway to the top opened and Ben ran for the final section. _Finally there, finish this guy off, get my body back, help my friends._ Ben burst through the door of the final chamber to see Nightmare sitting in a large throne at the end of the room. Ben huffed, slightly out of breath, "Finally found you." Ben said as he began walking to the demon, "Well, it's just you and me. Now give me back my subconscious and leave me alone!"

" **Hmhmhmhm...** " Nightmare chuckled.

"What's so funny?"

" **Don't you know? The true way to face your fears...is to face yourself.** " the shadow of Ben then formed and took shape. It became an exact replica of Ben, only it was a shadow.

"...You stole that from Zelda." Ben mentioned.

" **What?** "

"Yeah dude, Zelda did that back in like...1987? And they did it again for Ocarina back in '98." Ben mentioned, "It's like a staple of the series. Why you stealing ideas like that?"

" **Shut up fool! You're nothing more than a clone of someone else, so you're one to talk.** "

"Wow man...that hurt. That cut real deep. You're an asshole." Ben got in a fighting stance and so did his other. His other than dashed forward at blinding speeds, Ben tried to dodge but was met with a massive punch to his gut causing him to puke. _Fuck, that was a strong hit._ Ben dodged the right hook by ducking under it and countered by throwing one of his own which was blocked and countered into a shoulder throw by the shadow. _Fuck_ Ben gasped out some air as he got the wind knocked out of him when he was slammed to the ground. Ben went to stand, but was kicked in the face by the shadow. Ben was holding onto his nose while lying on the ground. The shadow made it's move by coming over to Ben and began to strangle him.

" **What do you think of your shadow? Strong isn't he?** " Nightmare bragged, " **He's the formation of all your negativity, you, literally, are being strangled by your negativity! Ha! How's that for poetic justice?** "

"Too...strong..." Ben tried to pry the hands off his throat, but couldn't.

oOoOoOoOoOoOoOoOoOo

Keito read a book as she sat by Ben's side, when his body started to convulse violently. "What's going on?" she asked worried, "Doctor! Doctor! I need a doctor!" she yelled, "Please, he's dying!" Ben's heart monitor began to slow as he continued to convulse.

"I'm here," a doctor heard the cries and arrived as soon as he could, "My god, he's seizing." the doctor moved quickly to Ben's body to help him relax.

"What can we do?" Keito asked.

"I can't do anything until the seizure is over. It'd be too dangerous for him otherwise."

Keito, feeling defeated, gripped Ben's hand and hoped for the best.

oOoOoOoOoOoOoOoOoOo

"Not...gonna...make it..." Ben's vision started to go black, it seemed he had lost.

"Oh c'mon, you're giving up so easily?" Inner Moka's voice rang through his ears and his eyes shot open. Ben, using what strength he had punched the shadow and knocked a chunk of it's body off. _It shatters, like glass._ Ben stood up and regained his footing and noticed Inner Moka standing on a ledge nearby. She jumped down and joined his side in the fight.

"I-I-I don't understand-How are you-?" Ben couldn't piece his words together.

"I am just an astral projection of your hopes, things that you strive to be. In other words, I'm the shadows opposite."

Ben nodded in understanding, "So...your like my Stand?"

"Focus." Moka looked at Nightmare who seethed in anger upon seeing, where she gave an overly cocky smirk.

"Right sorry." the shadow came at Ben again, this time he was able to counter by grabbing the shadow and snapping it's arm off. "Oh, Moka!" Ben shouted as he jumped back allowing Moka to dash forward with quick punches and palm strikes. _What's weird is...if she's my manifestation...why does she use a different fighting style to Moka?_

" **Enough!** " Nightmare shouted in anger, " **You want outside help? Fine. Just know that this is my domain! You will not beat me here! RISE! RISE!** " from the shadows more replicas formed. " **How fitting, the clone will be done in by clones.** " Ben clenched his fists in anger.

"Ben, you'll need your equipment." Moka warned.

"I don't have it, I've been doing this on expert difficulty." Ben complained.

"Ben, this may be his domain. He may have the upper hand, but this is YOUR head, you can manifest anything you see fit for your cause."

Ben's eyes widened slightly at this information, and in a snap he had his web shooters on. Soon after, his costume formed over his body. He gave himself the quick once over and began to roll his shoulders in anticipation. He followed this up by pointing two finger guns at Nightmare, "Let's rock, baby!"

The dozens of shadows made their attack, they were easy to take down, sure, but the sheer number of them was overwhelming. "We have to move fast, and attack where it'll hurt most." Moka pointed out.

"What would that be exactly? 'Cause I can only beat up so many heartless before switching to a different game you know?" Ben replied as he grabbed one of the shadows and spun him around knocking down many of the others.

"Nightmare, we have to attack Nightmare!"

"Can do!" Ben began to break through the crowd and swing towards Nightmare himself, all before being slammed to the ground in a giant dog pile by his shadows.

"Ben!" Moka shouted before she began to become overwhelmed by the shadows as well.

" **Give up!** " Nightmare shouted, " **You've lost! Why can't you just accept that? You are inferior to me! You are inferior to the others! You may be 'perfect' but in the end you are nothing more than a byproduct of the real thing! A small, insignificant, unworthy, clone!** "

Silence. There was no more struggling from Ben. "You're wrong..." he said while under the pile, "I am not perfect. Not even close." Ben began to rise from the pile with all the shadows on top of him, "But that's what makes me human! I have blood, a beating heart, I can think for myself!" Ben clenched his teeth and continued to lift the clones off him, "But most importantly...I have a name, asshole! So no more of this 'clone' bullshit! My name, is Ben Reilly! And I, am the Scarlet Spider!" Ben threw the shadows off his form and dashed straight at Nightmare with Moka by his side, "Now get the fuck out of my head!" the two punched Nightmare and knocked him off his throne. When he landed the world around them went from dark and desolate to calm and peaceful.

"Well, how do you like that?" Moka asked with a grin, "You did it."

" **Ugh...** " Nightmare held onto his chin, evidently he is only powerful in the...mystical sense, " **Hahaha.** " he laughed, " **Hahahaha...Okay, I see how it is. I'll leave you alone.** " Nightmare cracked his neck and stood up.

"Hey," Ben called as he pointed, "Don't ever enter my head again. I will hurt you next time."

Nightmare frowned and grimaced at the threat, " **I will return boy. It may not be you, but mark my words...It will be the ones you love.** " Nightmare snapped his fingers and he disappeared, Ben actually felt as if a huge weight had just lifted from his body.

oOoOoOoOoOoOoOoOoOo

Ben's heart rate was getting slower. His seizures had just ended, but now it is as if his heart was just giving up. Short wave, long wave, short wave, long wave...flat. Nothing. Keito couldn't believe it. "I'm sorry." the doctor apologized. He began to lift the sheet over Ben's head when the heart monitor started beeping again.

"Wait!" Keito called, "He's alive. His heart is beating!"

"My God."

oOoOoOoOoOoOoOoOoOo

"So, who are you, really?" Ben asked Moka.

She gave a snort, "That obvious huh? What tipped you off?"

"You said you were the manifestation of my hopes and what I aspire to be. But that isn't true. If anything, Peter would have been that. I didn't even know that I could use my mind in...my...mind." Ben tapped his head, "Also, you use a completely different fighting style than Moka."

"Moka" threw her hands in the air, "You caught me." she then transformed into her actual self, a tall pale skinned succubus, with green hair and yellow eyes. She wore an extremely revealing red outfit that allowed her wings to spread out and her...assets to show. "I am Dreamqueen. Daughter of Nightmare. Succubus." Ben held his hand to his mouth and struggled to hold in his laughter. "What?" Dreamqueen asked.

"Fucking...Dreamqueen?" Ben let out with a laugh, "What kind of 90's stripper name is that? What's your real name...really?"

"It's none of your business, dick." Dreamqueen folded her arms and began to pout, "You're not very thankful to someone who just helped you."

"Why did you help me?" Ben asked, he quickly turned away as he caught himself looking lower than intended.

Dreamqueen chuckled, "Isn't it obvious? My father was so fixated on hurting you...I couldn't let that happen. I don't want to be like him, I want to be good. Besides who do you think gave you all those good dreams?" she smirked. Ben's eyes widened in realization, "There were...some ulterior motives, I mean, who could resist a teenager with raging hormones? But in the end it was to help you. Do you understand now?" Ben smiled and nodded before punching her across the face. "Ow...Oh you-Nope. Nope, I deserved that. I shouldn't have taken advantage of you, that was my bad."

Ben smiled again, "Fist bump?" the two bumped fists and Ben began to rise into the air, signifying he was waking up.

"Now get out of here." Dreamqueen said playfully, "Your friends need your help!" she warned.

"Hey Dreamqueen," Ben called with a smile.

"Yes?"

"Get the fuck out of my head." he replied sternly before lifting to the sky. Dreamqueen responded by flipping him off with a smirk.

oOoOoOoOoOoOoOoOoOo

 **Music Cue: Arose--Eminem (2:40-3:25)**

Immediately after the heart monitor began to show Ben's heart beat again, he woke up and took a massive breath. Keito held tightly to Ben as he arose from his bed, tears streaming down her face, "Ben, I can't believe you're okay. I don't know what I'd do if you died.

Ben began ripping things out of his body, the doctor tried to interject "Kid you shouldn't be-"

"Shut up." Ben said sternly, he then gripped Keito's shoulders and made her look at him, "Keito...where's my stuff?"

"Wha-"

"Keito, I'm not messing around, I need my shooters and my bag."

Keito, was uncertain, but brought Ben his things anyways, _No time to change, looks like I'm going in pants and no shirt._ Ben put on his web shooters and dug into his bag for something, _Here it is!_ Ben then pulled out the Holy Water that Doctor Strange had given him back in the human world. _In the name of the father, son, and holy spirit._ Ben's body seemed to glow with a holy aura as all evil presences left his body. "Wow. I think I'm gonna start praying." Ben looked at his phone and noticed his Micro Tracer was going heywire. _Hey, Moka must be wearing what she did in the human world._ "That must be where they're at."

"Ben," Keito grabbed Ben's wrist, "please, don't go. You nearly died already...I couldn't bear it if it happened again...Please."

Ben smiled an pulled Keito in for a hug, "Thanks for looking over me." he then kissed her forehead and webbed her hand to a desk, "But I have to do this!" Ben then sprinted through the school to his friends. _I'm coming guys._

oOoOoOoOoOoOoOoOoOo

"MOKA!" Tsukune shouted.

"Okay, let's get this over with." Mido said he smacked Tsukune back against a stack of boxes. "This is where you die." Mido said. He began to increase his aura to transform, but stopped when he saw an unexpected guest, "Hm? How did you get here?"

Tsukune turned around to see Ben out of breath, in bandages, wearing nothing but pants--not even shoes. Ben smirked as he looked at everyone else, "So...did I miss the party?"

 **A/N: C'mon...you didn't honestly think I'd kill off one of my favorite fictional characters did you?**


	20. Alive Again

**Alive Again**

Tsukune looked on utterly shocked. He couldn't believe it, he thought he was seeing ghosts. Ben pointed to Mido, "Hey, is he the big bad that we're worried about?" Tsukune looked at Mido and then at Moka and back to Ben before nodding. Even Moka looked on speechless completely forgetting about her predicament. "Cool, cool. So why are you sitting there? Get up."

"Is there a reason why you're here? This situation doesn't concern you. We beat them, we don't have to worry about anyone else. Besides, are you sure you're stable enough to take on all of us without a breakdown?" Mido asked with a smirk.

Ben spit on the ground and popped his neck a few times, "You know, I came here to kick ass and chew bubble gum...and I'm all out of gum."

"Hehe." Mido chuckled, "Hahaha! Okay, you know what?" Mido looked at one of his lackeys, "Take care of him."

"Heheh. This is gonna be fun!" the lackey, a dumb looking guy, kinda looked like Recoome from the Ginyu Force. "I get to beat the crap out of a dead man. A psychopath who couldn't handle the pressure of us monstrels." the guy bulked up and became roughly the size of the Rhino, or Seizo when he transformed. Ben just squinted his eyes.

"While you deal with him," Mido said as he began to transform himself with his arm changing making him look closer to Berkin's first form in Resident Evil 2...or "Biohazard 2" since they are in Japan. "You know Aono...I really hate guys like you. Rich kids from purebread families. You probably think it's funny calling us 'monstrels' don't you!" _Wait...is monstrels essentially the N-Word?_ Ben smirked. "Well it's time for us monstrels to show you who's really top dog!" Mido made a devastating attack near Tsukune that took out a large portion of the wall. He also took out his ally who now lie on the ground full of bruises and a broken arm, this was courtesy of Ben throwing him during the attack. Mido turned to Ben who held his hand to his mouth in shock.

"I swear, I just meant to throw him at the wall, I did not think I was gonna get the assist on that one." Mido clenched his teeth in anger. Tsukune sat in place completely shaken by the attack.

"C'mon Aono..." Mido cocked his hand back again, his transformation now even further along as his shirt was removed and his face began to transform now looking like a mix between Berkin's first form and something that looked like a Devil Trigger from Devil May Cry, "take it or block it! I'm not holding back this time!" Ben took notice of his surroundings and found many objects that could be used to his advantage.

"Wait!" Moka screamed out, "Please, this isn't Tsukune's fault! It's mine, he isn't the vampire you want. If you want to hurt someone, then hurt me!"

Mido smirked, "Y'know, it's funny. I think Saizo said something similar." Mido cocked his hand back and Tsukune dashed forward. "Finally! I guess he really wants to die for you vampire!" Mido launched his hand forward and Tsukune's eyes turned red, but before Mido could lay a hand on Aono he seemed to vanish. Mido was then met with two feet to his face courtesy of Ben.

"You should really mind your surroundings!" Ben mocked, "Hey, haven't I seen you somewhere before? Yeah, you're that anti-vax kid right? The one with all the deformities?" Mido took a swing at Ben and he dodge rolled to avoid it, "Oooo, nice arm. Really big. Does your girlfriend like it?"

"Shut up!" Mido shouted. Ben responded by punching him in the face.

"Good conversation." Ben said with a smile.

While Ben was distracting Mido, Tsukune was trying to help Moka out of her chain restraints, "Tsukune, just go! It's my fault that-"

"Shut up!" Tsukune snapped, "You're the reason that I'm even alive. That's why you have to believe me when I say..." Tsukune stopped, getting choked up from his psuedo-apology, "you're the best thing that's happened to me!" Moka's eyes widened and welled up with tears, "AGH!" Tsukune gripped his neck and the bandages started to show blood was bleeding through.

"Tsukune!"

Tsukune simply chuckled through his pain, "Moka, you've got to believe me, no matter what, I'll always be grateful towards you." with a smile Tsukune removed the rosario and Moka looked at him with a teary eyed smile before transforming.

"Agh!" Mido exerted himself as he sent a punch at Ben who stopped it with both his hands only slightly moving backwards breaking the ground as he moved, "How are you even here right now? I watched you jump! There was no way you survived that!"

"Well..." Ben struggled, "To quote Marshal Mathers: 'I'm alive again, more alive than I've ever been.' No Love by Eminem, featuring Lil Wayne." Ben said with a chuckle all before he used his power stance to get a grip in Mido's arm and throw him at a group of his lackey's.

"Hey..." Ben turned to see Inner Moka and he had this strange sense of joy go through his body. Ben even held out his hand for a high five, "Ben," Moka said with a somewhat worried expression, "priorities." Ben looked at Moka and then at his hand which was left hanging. To correct this he gave himself the high five. "You should be resting."

"Ain't no rest for the wicked, baby." Ben then showed his excitement by mock shadow boxing to taunt Mido, "Damn I feel good! WOO!" Whether he was taunting Mido or he was trying to intimidate Mido to thinking he stronger than he was, Moka wasn't sure.

Mido growled in anger and dashed forward, "Don't you fucking make fun of me, RUNT!"

"Hehehe. Hyahahaha!" Ben laughed the closer Mido got, "Time for you to learn your place, BITCH!"

"What?" Mido's eyes widened when Moka suddenly appeared in front of him with her leg cocked back and an angry expression on her face, "Oh, shi-" Moka shot her leg forward and launched Mido into a pile of debris leaving his allies in shock.

"You piece of trash." Moka said as she flipped her hair out of her eyes, "You dare raise your hand against me? Learn your place." Moka turned around and began walking back to Tsukune and Ben.

"Damn, dude. You got knocked the fuck out!" Ben taunted as he pointed and laughed at Mido. Moka walked up to Ben and slapped him across the face for his stupidity, "Ow, you hit me! You bitch! Same team!"

Moka sighed and faced Tsukune, "Tsukune, what you just said...it eased my heart a little. But there is a lot you don't understand." Moka gave Tsukune a smile and looked back at Ben who was still rubbing his face that was now fresh with a red handprint. "I suppose this is good a chance as any," Moka continued, "Do you really want to know Tsukune? About your wound? What's happening to your body?" Tsukune stood silent and held his neck in pain, "Your body, it's starting to break down. If I infuse you with anymore...you may die."

"Die?" Tsukune repeated.

" _Die, leave your body, rest in piece, unalived, aliven't, get fucking merced._ " Ben explained in english.

"But...what do you mean by 'break down'?" Tsukune asked.

"Hear me out." Moka assured, "It isn't hopeless, you still have a chance to get better, if you return to the human world. That would give your body a chance to heal itself. But...you wouldn't be able to come back to Yokai."

"What?" Tsukune questioned and even Ben threw Moka a questioning glance.

"You can't have anything to do with the world of monsters again." Moka added.

"That's fucked." Ben added his own two cents.

"What are you talking about?" Tsukune asked, "This is a joke right? Because...well," Tsukune nervously rubbed the back of his head, "then I'd never be able to see you again."

Ben assessed the situation, you knew the right thing would be to have Tsukune go home. He also knew that Tsukune would be heartbroken if had to leave the school and all his friends. _He'd miss her the most though...and she'd miss him. Hell, I'd miss the guy._ Ben knew the situation was bad...but he also knew that Tsukune was far along, _If he goes home though...he still has what blood is flowing through his body that will mess him up, regardless of healing or not._

"I know Tsukune," Moka replied, "But it won't be me that you miss will it. It will be the 'normal' me won't it? We both know the truth, whatever happens with you do has nothing with me." Moka gave Tsukune what seemed to a warming, concerned smile.

Tsukune could only look in disbelief, "Nothing to do with..." he couldn't wrap his head around it, "Do I really mean that little to you?"

 _SPIDER SENSE!_ Ben thought and he looked towards the rubble that Mido wss under. There was a huge explosion of power as Mido burst through the debris and made his way towards Moka, "IDIOTS!" Mido shouted, his voice distorted from his transformation completing, "Talking in the middle of the fight. This is payback for that little kick...VAMPIRE!" Moka seemed to stare like a dear in headlights. Suddenly, Ben appeared in front of Moka and pushed her out of the way taking the brunt of the blow.

"AGH!" Ben yelled as his multiple ribs broke on his right side, _Fuck, should have thought this through!_

"BEN!!!" Tsukune shouted.

"Idiot, stay back!" Moka warned.

 **Meanwhile...**

Kurumu and Yukari were in the halls of Yokai walking towards the club room when they heard a massive rumble throughout the school. "Hm, you hear something Kurumu?" Yukari asked.

"Did you...hear something...like a rumble?" Kurumu asked.

"Hey," a voice called out to the duo, "Hey Bazooka Girl." _Bazooka Girl!?_ Kurumu thought. Turning around, the two saw Mizore Shirayuki behind a pillar, "C-Can we talk?" there was silence for a while, enough to make the situation awkward, "I figured, since you two were friends."

"Friends?" Kurumu and Yukari asked, somewhat offended.

"Hold on..." Kurumu said as she cupped her chin with her finger and thumb, "You're that abominable snow girl that was chasing after Tsukune!"

"She was stalking him, run him off!" Yukari added.

Mizore pinched the bridge of her nose in frustration, "I can't--I don't--I don't have time for this." Mizore said as she froze the two in ice, "This is an emergency, now pay attention." Mizore sighed, "Now move your eyes up and down to signify you understand." the two did snd Mizore thawed them out. "Listen, Tsukune's been kidnapped by the monstrels and I can't save him alone. There are too many of them and one is super scary...he just has this brutal cold energy you know? Guys like that can be the most deadly."

 **Back with Ben...**

Ben, Moka and Tsukune, lied in a pile of rubble. Tsukune was injured with a shard of rock with Moka clutching him. "Fuck me, this blows." Ben groaned with his whole right side bruised from the broken ribs.

"You're an idiot." Moka proclaimed.

"Don't blame him." Ben said.

"I was talking about you. You shouldn't be here, dumbass." Moka groaned, seething with anger, "You are too hurt. You literally have one foot in the grave. You are only a liability."

"Oh, fuck off." Ben snapped, "I didn't care if you guys wanted my help or not...but I thought you would at least be happy to see me. But hey, look at you! In the rubble with the rest of us. If you wanna lay here and bitch, that's fine by me," Ben slowly got up and stood his ground against Mido, his transformation now taking up hhos whole right side of his body, "I'll just do this myself...what else is new? Besides, the least you could do is show some concern for at least one of the two morons that got hurt to help you."

Moka looked at Tsukune's injury in his back shoulder, "You moron!" Moka scolded, "Your body can't take anymore, and I can't heal you! Did you actually think you were saving me?! Do you actually think I need help from you!? You can't even protect yourself."

 _Geez give the guy a break._ Ben thought. "What's the matter, vampire? You make it sound like Aono there is dead weight."

"Hey, Freddy Kruger you're facing me right now, not her." Ben taunted with a smirk.

"You like to talk a lot of shit, don't ya?" Mido replied as he walked closer to Ben, "I suppose I can deal with you until the vampire decides to face me." Mido cocked his fist back, but Ben moved faster than he anticipated and was able to get a few good hits in, stunning Mido in the process. "Agh! You damn insect!"

"It's arachnid, thank you!" Ben replied as he sent another kick to Mido, which Mido blocked with his right arm. _Oh damn, that hurt!_ Mido sent a swipe, but Ben grabbed onto Mido's arm and went for a ride. When the attack was done, Ben countered by using Mido's arm to throw him to the ground. A sharp pain shot through Ben's side from his broken ribs, _Oh, fuck!_

Ben took a knee to hold his ribs, "Get ready for pain American!" Mido shouted as he launched an uppercut at Ben. Ben held his hands out and caught the punch, barely keeping it from hitting him.

Moka looked at Ben fighting and back at Tsukune, "Just wait here, okay? After I take care of this idiot I'll get you out of here and fix you up." She stood up popped her neck, "Don't move until I get back, I want to get you home to the human world alive." Ben dodge rolled backwards and landed next to Moka. "You should leave now." Moka warned.

"Kiss my ass." Ben huffed out.

"Stubborn as ever." though she didn't like the tone, she had to admit she was impressed by his willpower. Mido far out classed Ben and yet he was still standing. Moka began to dust off her blazer, "I'm warning you now, this is going to end quickly. I don't have time to mess with monstrels." she said that monstrel bit with a bit of a bite in her tone. A tone Ben did not miss. _Is...is Moka a racist?_ Ben thought.

"So, Moka Akashiya. You're a vampire. What's Aono to you? Some, magical familiar? Pretty lame if you ask me." Mido taunted, "You'd be better off if you locked him in a cage."

"You're one to talk freak show!" Ben retorted.

"Shut up...both of you." Moka then seemed to blur out of existence before ending up behind Mido and kicking him in the face.

"You bitch, I will--Where is she?" Mido asked.

"She's not below you, that's for sure!" Ben taunted before launching an uppercut at Mido's jaw.

"Why you!" Mido seethed with anger, "Now I'm gonna-"

"Listen here," Moka interrupted, "I don't give a damn about you." Moka followed up by delivering a vicious roundhouse to the monstrel, "Taking hostages, attacking from behind...You're just a cur who can't win without cheating. You're not even worthy of my anger, you're just...in the way." The other monstrels stood in awe, they couldn't believe that Mido was taken down by a single kick...twice! "Tsukune, can you stand?" Moka asked, "We're going home."

"He's still standing." Ben mentioned.

"Hahahaha," Mido laughed, "So it's true what they say about vampires. How they can take their energy and convert it into raw power. A simple, yet terrifying trait. Vampires have the most strengths, but they also have the most weaknesses. Crosses, silver bullets, yeah, I've done my research. But there is one thing that hurts you most of all."

"He doesn't mean?" Moka said quietly.

"Oh, crap." Ben said in realization. Suddenly the sprinklers overhead went off and Moka began to scream in pain as the water zapped away her powers. Ben looked on in horror, he had not witnessed Moka being affected by water up close. And the screams she made was frightening. _I can't let her get hurt._ Ben thought.

"Do you love my shower?" Mido asked, "I made this especially for you! I rerouted the hydrant just so I could give this to you!" Mido laughed, "Now die, bitch!" he sent a massive punch forward, but missed Moka because Ben dove and got her out of the way in time.

"Stay down." Ben commanded, "You're a liability." Ben added with a tinge of venom in his voice. Moka lied there in pain as Ben took her words and backhanded her with them.

"Moka please." Tsukune added, "We can help you."

"Are you crazy? I'm not the sweet and innocent Moka you know. I don't need help. Especially from you two."

"Yeah, well, we're not the ones crying like a little bitch right now, are we?" Ben insulted.

"Oh man. You must be an idiot!" Mido taunted, "I mean, I'm stronger than you in every way. You don't stand a chance against me. Just give up!" Ben walked forward, the water mixing with his sweat, washing off whatever blood was on him.

"Alright, let's do this." Ben smirked as he braced to counter. Mido cocked his fist back and launched it forward with the full intent to kill. Ben blinked once, but when he did Mido's fist was stopped with Tsukune being the wall, "NO!" Ben shouted in anger. Ben dashed and tackled Mido to the ground and began to wail on him.

"Tsukune, no!" Moka cried, "His shoulder is shattered. Why? Why would you do that!"

"He was going to hurt you and Ben." Tsukune explained.

"You idiot, I don't need any help from you!"

"Moka...give me your blood." Tsukune asked.

"What?"

"I couldn't take it...when you said you didn't need me, I just couldn't take it. You mean too much to me. You. Not just your outer self, but you too. Heh, I think the only person that cares about you more is Ben." Moka looked off to the side as he continued to avoid Mido's attacks and land his own blows, "Give it to me...the power to protect you."

Moka looked wide eyed, "Are you kidding, that's too dangerous! If I give you my blood...it could kill you!" Tsukune started to close his eyes snd go limp, "TSUKUNE! Do you understand? Why I told you I didn't need you and Ben? Why I pushed you away? I thought Ben was dead already...I didn't want the same to happen to you." Moka opened her jaw and bit Tsukune's neck sending her blood through his body.

Ben looked off to the side and saw Moka give Tsukune some of her blood, "Moka, no!"

"It's no use...He's not getting better." Moka muttered, "It's...too late." Moka collapsed under her exhaustion and giving away her blood. As she fell Tsukune caught her and her eyes widened in surprise. Tsukune stood up, his eyes red like he was a vampire...but something was different. Tsukune had what looked like an infection on his neck that was red and seemed to look like it would spread.

Ben took one look at Tsukune and something didn't feel right, "Oh, Spider Sense." he mumbled.

 **Meanwhile...**

Kurumu, Mizore and Yukari were running through the forest and slowly approaching the abandoned building. "That's it!" Mizore huffed, "That's the place that Tsukune was taken to!"

Back with Ben and the others, Mido stared at Tsukune in fascination as Tsukune exerted force to his back and popped the shard of rock out. The scary thing to Ben was that the wound healed instantly, the muscle fibers glued back together. It reminded him of a symbiote. The rain continued to drop and sparks flew off Moka's body, Tsukune however, was fine. "A vampire who doesn'r mind water, huh?" Mido chuckled at Tsukune, "Sorry, but I can't tell if that means you're really strong or really weak. But you're entertaining as all hell that's for sure. Makes me want to beat the hell out of you even more." Mido began walking towards Tsukune who stood perfectly still with no emotion to show, "If I kill you, then all the purebreads will know...they'll see the true power of the monstrels!"

"Don't do it Mido." Ben warned.

"I'll deal with you later runt! Now, chew on this Aono!" Mido sent his fist forward and Tsukune just smirked.

Moka's eyes widened in realization of the situation, "Mido don't, if you attack him now he'll-"

Tsukune sent a punch forward of his own and completely destroyed Mido. Mido coughed and and spit out what seemed to be cups of blood. The force of the blow was so powerful that Mido's back cracked wrong, he may have even broken it. The other monstrels could only look on in horror. _Well shit._ Ben thought. "Tsukune?" Ben turned to the entrance to see Kurumu and the others show up. "W-What's going on?" Kurumu muttered under her breath. The group could only see Tsukune holding up Mido by his throat and began to crush his esophagus. "TSUKUNE!" Kurumu shouted out in horror, this is when Moka took notice to the others.

"Kurumu?" Moka asked.

"Moka what's going--" Kurumu stopped when she saw Ben hunched over holding his side. "Ben?!"

Ben looked over to the three, "Yeah, what?"

"What are you doing here? What's going on here, is Tsukune alright, are you two alright?!" Kurumu panicked frantically trying to get answers.

"Hey, shut up!" Ben yelled, "Remain calm, don't freak out. Yukari, go shut off the water."

"Right!" Yukari saluted as she took off to find the water hydrant.

Moka continued to look on in absolute horror, "It's a nightmare...all my fears, they're coming true."

Kurumu looked on in utter disbelief, "This can't be Tsukune...this can't he real." Tsukune continued to pummel Mido, even the other monstrels tried to stop him, but he just shrugged them off and continued to beat Mido.

"His body was so weakened that the blood I gave him into a complete vampire." Moka explained, "And not just physically, but his ferocity too. It's in our nature to be hunters, killers, and now that's his nature too."

"He's become a ghoul." Ben finished.

Yukari finally was able to turn off the water and Moka stood up and brushed off what was still on her. She gulped and began walking towards Tsukune, a solemn look on her face. "What are you doing?" Ben asked, Moka ignored him, "Hey, I asked you a question."

"Oh Tsukune," Moka muttered, "why didn't you just listen to me. Why didn't you just go back to the human world like I asked?"

"Moka, I know what you're thinking." Ben said the closer Moka got. She stopped just in front of Tsukune and Ben knew what was going to happen, "MOKA, DON'T!" Moka sent out a kick directly to Tsukune's face.

"This is the only way..." Moka muttered. Ben clenched his teeth. Moka continued to pummel Tsukune with all the strength she had left. She launched a massive jab, but her hand missed and she ended up getting her hand stuck in a piece of debris. "Damn, I've lost too much blood."

"Stop!" Kurumu shouted, "What are you doing, you'll kill Tsukune!"

"That's right..." Moka said bluntly, "I'm going to kill him." Ben's eyes widened at the sound of that, _She's going to kill him?_ Ben thought, _No. I can't let that happen._ "Well, truth is, he's already dead." Moka explained, "I'm only sorry that he wasn't blessed with a better fate. True death instead of an undead one as a ghoul. He lives nothing like he used to now, no soul, no will. He only lives off bloodlust and list for flesh. If we leave him be...he'll be killing humans soon too." Kurumu could only look at Moka with tears in her eyes, "You know Tsukune wouldn't have wanted that, and the one to blame...is me."

"No!" Kurumu shouted in protest, "I won't let you kill him!" Kurumu was soon joined by Mizore and Yukari.

"Step aside." Moka warned as she held her hand up threatening to shove her hand through Kurumu if it meant killing Tsukune.

"You can't act tough with me, your hands are shaking!" Kurumu pointed out, "You want us to believe you are a cold fish...but you care. So I won't let you hurt him without going through us!"

"Tch...Ben, talk some sense into them." Moka asked, "Ben?"

Ben was hyperventilating not sure what to do, _Which choice is right? Do I stop Moka and save my best friend, or do I kill Tsukune and and his suffering?_ _I need...I need more time!_ "Madame Web!" time stopped and Ben was met by Madame Web with her hand pressed to her chin.

"Quite the predicament you've gotten yourself into Ben." Web pointed out, "What do you need?"

"I needed more time." Ben said, "Madame Web...I don't know what's right in this situation. What do I do?!"

"Hm..." Web leaned back in her chair and processed his question, "The answer is simple. This decision will be the one that defines who you are. Once your choice is made you will know if you made the right decision or not."

"What do you mean?" Ben asked.

"Every path leads to regret in some form or another, there is no one timeline where everything goes well. You must make a choice and the choice is yours."

Ben sighed, "Thanks."

"Benjamin." Web called, "With great power comes great responsiblity...or did you forget that already?"

"Thanks Madame Web...I know what I have to do." Ben sighed and got ready to make his choice, "And don't call me Benjamin, it's Ben." Time restored and Ben was given the choice again.

"Ben, talk some sense into them." Moka asked.

"No..." Ben said as he clenched his fists.

"What?"

"I said no! Tsukune is my best friend and you think death is the only option. There is always a choice Moka. So if you want to kill Tsukune, you'll have to go through me first!" Moka widened her eyes in astonishment.

"Fool..." Moka muttered, "All of you are idiots!" as Moka said this Tsukune shot his hand forward and actually cut Kurumu at her stomach. Kurumu had a face of utter betrayle as the one she cared for most had truly forgotten who he was. "Tsukune!" Moka cocked her fist back and was about to send a massimassive punch, but her arm was caught by Ben who turned her around and socked her in the jaw.

"I wasn't playing around! If you think I'll stand by and let you kill him, you have another thing coming!" Ben shouted as he got into a fighting stance. His Spider Sense went off and Tsukune was at his neck already trying to drink his blood. Tsukune bit down and almost immediately let go due to the taste, "Yeah, I don't taste good do I? I'm vampire proof, bitch!" Ben sent an elbow to Tsukune's face and kicked him against the wall where he used several Impact Webbing shots to hold him in place. "Sit booboo, sit. Good dog." Ben turned around and narrowly avoided a punch by Moka. He countered with a jab to her jaw and she slid back and got into her fighting stance as well. "Don't think because you're handicapped I won't beat the shit out of you." Ben warned.

"Tch...you need to learn your place." Moka muttered. Moka launched toward Ben to knee him, but used his webs to slide between her legs. Ben quickly jumped up and went for a whirlwind kick to Moka's face, but she blocked it with her forearm. " _Dammit Ben, quit your shit!_ " she commanded in english. Ben sent a right jab, but she had blocked that, however, Ben countered by rotating his arm around hers and locking them. Ben then brought Moka in close where he punched her in the gut twice, he went for the third, but Moka caught his fist and countered with a knee to his gut. Ben coughed up a little blood, but used the chance to catch Moka off balance. Ben kicked Moka from the inside of her knee and made her lose her own balance, he then followed up with a headbutt to her face before throwing her. Moka got up huffed in annoyance, "I don't have time for this!"

 **Music Cue: Mama Said Knock You Out--Five Finger Death Punch feat. Tech N9ne (Cover)**

Ben took initiative this time moving at near blinding speeds. He ended up behind Moka and went for a punch, she turned around in time and blocked, but Ben followed up by jumping on her body and spun around. Ben had Moka between his legs and he used his momentum to throw her into the wall. "Damn you're agile." Ben didn't say anything as he continued his assault on the vampire. The fight continued with Moka and Ben sending punch after punch both blocking and countering. Moka started to play the fight smart now, adapting to the battle. She took advantage of Ben's weaknesses. She sent a knew to Ben's side and hit him where his broken ribs were.

"AGH!" Ben kneeled and held his ribs in pain. Moka took the opportunity to hopefully knock Ben down for good by punching him directly where his he as d wound was from his...fall. "AGHHA! UAGH!" Ben held his head in pain and his hearing turned into a ringing as Moka hit him where his sensory systems for hearing would be in his brain. Ben removed his bandages from his head and took notice that his wound had reopened and he was bleeding profusely. His vision was now blurred by blood in his right eye. _Damn! I can barely see. I'm losing a lot of blood._ Ben gripped the dirt in front of him and clenched his teeth.

" _I told you Ben, stay down!_ " Moka began walking towards Tsukune, who had almost broken out of his web entrapment, and wiped tears from her eyes, " _I told you. I have to do this. There isn't any other choice._ "

" _Oh, shut the fuck up_ " Ben stood up and thew the dirt in Moka's eyes before he round house kicked her into the side of the building. Tsukune finally got free of his restraints and made his way towards Ben, laughing hysterically.

Moka got up with and angry expression, "What kind of cheap shot!" Moka went for a high kick to Ben's head. _Spider Sense!_ Time seemed to slow, Moka's kick coming for the side of his head and Tsukune's punch coming for the back of his head. Ben dropped down, doing the spits to avoid both attacks and watched as Moka kicked Tsukune in the side of the head again and Tsukune punched her in the jaw. Ben then grabbed Moka'd leg and flipped her in the air making it so he could kick her in the back and smash against the wall. Ben then grabbed Tsukune's arm and pulled him forward to an elbow directly to his gut. Ben then grabbed Tsukune by his face and slammed him against the ground creating a massive crater. He then, again webbed him to the ground. _Hopefully that will keep you down._ Ben thought.

Moka stood up and wiped the blood from her lips. " _How could you?_ " Moka asked, " _I could expect them to be foolish, but I expected you to have mmy back on this one. I thought you could see what the right thing to do was!_ "

" _Just because you think it's right,_ " Ben started the blood from his head trickling down to his neck and shoulder, " _doesn't mean you're right. That's how mistakes are made. There is always a choice. I've made mine...and you've made yours._ "

" _Don't be a fool! You can't save him, it's over!_ " Moka yelled.

" _You don't know that! He could be helped, but your head is so far up your own ass full of self doubt and angst that you didn't even think about the possibility!_ "

Moka clenched her teeth in anger, " _Whatever._ " Moka dashed forward, faster than before now and punch Ben in his gut, and continued to do so, " _I was holding back before, but now I see you hit your head a little hard on that fall! Maybe you need to reevaluate your recent life choices because you clearly aren't in the right state of mind!_ "

Ben seethed with anger, _I don't want to hurt her...but I have to help Tsukune. But saving Tsukune means that Moka will hate me forever...and I guess that's just something I have to deal with...because_ Ben's eyes were filled with tears and his teeth clenched in pain and anger, _If you love something...let it go._ Ben released the blade from his web shooters and cut Moka twice, once on her cheek--it was a small one, and once across her chest--this one was longer. He then grabbed Moka by her face and lifted her up, " _You don't even know the whole story..._ " Ben said between sobs, " _So just shut your mouth about shit you don't understand!_ " Ben then used his full force to slam Moka into the ground.

Kurumu and the others watched on in horror, their friends were fighting. And it wasn't certain who'd win, but it wasn't going to end well.

Moka stood up and noticed Ben had jumped back, but he was holding on to his webs which were attached to something behind her. She turned around and saw the wall that came down on her than Ben had pulled. Moka burst through the rubble, her head bleeding and an angry expression that looked as if she was done with everything. " _That's it! I've had enough! I gave you a choice!_ " she said with tears in her eyes, " _Yet you chose to oppose me. I am through being nice!_ " Moka then launched at Ben with a powerful kick that he dodged. Ben then sent a punch with his right hand, but Moka caught his fist and twisted so that she was behind Ben, " _...I'm sorry._ " she muttered before sending a cobra strike directly into the back of Ben's shoulder. A loud audible crack was heard and Ben's shoulder was dislocated.

"AGH!" Ben cried out in pain. Moka tossed him to the ground.

" _I told you! All you had to do was stand down!_ " Moka yelled, " _But you just wouldn't listen! You kept believing in your false reality that there is always a brightside. Well guess what? Things don't always turn out that way! Stay down, and let me do what must be done!_ " Moka turned away, tears welling up that she was able to hide from Ben, and walked towards Tsukune.

" _Moka!_ " Ben called, " _Moka look at me when I'm talking to you_ " Moka turned to Ben and saw the horrible things she had done. His broken bones now more severe, his blood loss from his head and his dislocated shoulder. She looked at Ben who struggled to prop himself up, " _With great power comes great responsiblity._ " Ben started, " _If I have the power to save my friends, then I will. That means it's my reresponsibility to protect them from people that try to harm them. And if that person is you, or anyone else that thinks they decide who lives and who dies, I will stop you. I will stop you because it's the right thing to do._ " Ben seethed in pain, " _I thought you cared...I thought you were my friend! But you don't care, you only care for your own ego! If that's how you want to be, then that makes you my enemy! That means, I shouldn't be afraid of using everything to my advantage...I'm sorry._ "

" _What?_ " Moka asked and she saw Ben's free arm pull on a damn near hidden web strand that connected to the side of the hydrant. Moka's eyes widened in realization, but it was too late, the water came rushing out with outstanding pressure and knocked her against a tree. "AAAAGHHHHHH!!!" Moka screamed in pain as her whole body felt like it was being electrocuted.

" _I'm sorry, I can't let you kill him!_ " Ben then webbed up Moka. He held his shoulder in pain as Moka tried to break free of his webbing, but too much of her power has been zapped away from her. Moka continued to struggle until all her strength suddenly gave out.

" _Dammit, what the hell?_ " Moka then thought back to earlier in the fight when Ben cut her with his blades.She then remembered to their time in the human world when Ben explained that they were hyper potent paralysis blades.

Ben stumbled forward with tears in his eyes before falling to his knees screaming in defeat. Even though he won, he truly felt like he had lost everything because he lost someone who he thought was a good friend.

"Well, I must say I am impressed." Ben turned around to see a strange man shrouded in a cloak and...

"Ruby?" Kurumu and Yukari asked.

"Well, let me finish this." the cloaked man said as he placed a cross upon Tsukune's forehead calming him down and knocking him out.

"Don't worry," Ruby assured, "He's an exorcist." Ruby looked to Ben who looked back at her, "I never got to thank you." Ruby said with a smile, "but now isn't really the time, is it?"

"I must take Mr. Aono here to a hospital room so he can recover." the cloaked man said, "Oh, Mr. Reilly, could you take Ms. Akashiya to her dorm. And do me a favor and watch over her. I fear there is a dark force watching over her weakened state right now."

Off in the distance a dark figure watched over the confrontation, **Who would've thought revenge would be so soon?**

oOoOoOoOoOoOoOoOoOo

 **Moka**

oOoOoOoOoOoOoOoOoOo

Moka lied in her bed and tossed and turned. She kept replaying the fight between her and Ben over and over again. She saw the terrible things she did to him. The bloody mangled mess that she made of him. She didn't want to hurt him, but what choice did she have? It was for the betterment of everyone. It was so Tsukune didn't live that terrible life. If you could call that living. **You have made many regrets haven't you?** a voice called out. "Yes." Moka replied, **You're scared that you hurt him aren't you.** "Yes." Moka replied again, only tears began to well up. **Well, the only way to deal with regrets, is to face your fears head on.** The image of a monster appeared before Moka, she assumed the voice belonged to him. "Who are you?"

" **Allow me to introduce myself, my name is Nightmare.** " Nightmare bowed and smiled, " **Now, let's look at you're fears!** " suddenly, the room became dark and a single light turned on revealing an image of Ben after the fight. His face covered in blood and his shoulder dislocated. He looked at her with a sad expression.

"Why?" he asked.

"Ben..." Moka couldn't hold it anymore, the tears she had been holding finally released and she broke down, "Ben, I'm so sorry! The truth is I never wanted any of this to happen. I only wanted to protect you. After seeing what you did...I couldn't stand the thought of you getting hurt because of a mistake I made. Tsukune was already gone because of me...but I coudln't lose you too!" Moka continued to cry and the pain she felt gave Nightmare an energy boost, "Ben, I only did what I did because I consider you my friend! You were my first, true friend Ben. Someone I could talk to, and have an actual conversation with! I couldn't stand to lose you. That's why I had to hurt you, so that you didn't hurt yourself. I couldn't watch you die. Not after what you did."

"Moka..." the image of Ben muttered out, "I told you...I protect my friends." Ben then relocated his shoulder and punched Nightmare in the face. The illusion broke and it was just Moka, Ben and now a downed Nightmare in Moka's dorm room.

" **Wait, what the hell, you were real?** " Nightmare asked.

"Oh fuck yeah I am." Ben said. He then pulled out a bottle from his hip pouch and then doused his hand with it.

" **Oh, what's that? Butane? What, are you going to light your hand on fire and punch me with fire fists?** " Nightmare chuckled. Ben followed up with a chuckle and soon the two were chuckling together before Ben gripped Nightmare by the throat and lifted him in the air, Nightmare screaming in pain. " **What the hell is this?!** "

"Genuine, Holy Water, bitch! Very effective against demon types." Ben smirked as his hand print burned into Nightmares throat. Ben then threw him to the ground and stood over his body, "Listen here, I feel like I need to make this clear, it may not be my head but I told you 'the next time I see you, I'll hurt you'."

" **How the hell would you even know I'd be here?** "

"Peter's in a different universe, Kaine is stronger than me, my other friends are in the hospital surrounding an exorcist, said exorcist told me to watch over Moka because of an 'evil presence'." Ben explained, "Now...leave." he said sternly.

realizing when he's beat Nightmare retreated, with a mark of shame on his throat by a human, " **I will kill you clone. Don't you forget it!** " and with that, he disappeared without a trace.

Moka stared at Ben in astonishment, _He just saved me from a demon._ Moka thought, _He saved me...even after the terrible things I did to him._ Tears began to well up in her eyes again. " _Moka._ " Ben ssid quietly, " _I'm sorry. The thing I said to you. You're...You're still my friend. Even after all this I couldn't hate you. Because I almost made the same choice._ " Ben gulped and wiped the tears from his eyes, " _I'm sorry, I just had to apologize for that._ "

Ben went to leave but his arm was grabbed by Moka, he seethed in pain because his shoulder wasn't healed yet. " _Wait..._ " Moka said, not looking at Ben, " _Can you please stay...just in case._ "

Ben looked at Moka, he had never seen the vampire this vulnerable and scared before, " _Yeah, I'll stay._ " Moka smiled slightly, " _But only because you admitted we are friends._ " Ben teased.

" _Tch. Asshole._ " Moka added with a smile.

 **To be continued...**

 **A/N: Holy shit, fucking snow day guys. Not even kidding, I wrote this chapter in two days because Washington is having a blizzard, we got 10 inches of snow in two days. Fuck that! I can't leave my driveway. And I may have to go to classes tomorrow (Feb. 12).**

 **Hope you guys like the chapter. Hopefully I start the next chapter for my other story next. But at least you guys know I'm actually trying.**

 **Also, quick review: Aquaman--Less entertaining Black Panther that went to the Suicide Squad school of showcasing a villain in all the trailers and then only have him in a few minutes of the movie.**

 **Resident Evil 2 remake: Fucking awesome! Seriously, if you haven't picked this game up, please do. It is amazing. Though I suggest you get it for PC or the stronger consoles, I noticed in standard Xbox One there is this weird graphical thing for reflections that just looks...weird. But overall the game kicks ass, it's all the best parts of RE7 with RE4 and the more survival aspect of RE2. Great retelling, amazing graphics, kickass gameplay. Fuck Mr. X he scared my ass like five different times.**

 **Next up, Devil May Cry V. Keep it stylish.**


	21. Can We Move On?

**Can We Move On?**

Moka had asked Ben if he could stay with her. It was a surprise to be sure, but a welcome one. He could tell she wasn't sure what would happen, if Nightmare would come back or if monstrels would be after her in a weakened state. Ben wasn't exactly at 100% either, but two halves make a whole. _I mean, not really half. I'm at like 43% and she heals as she sleeps so I'm sure she makes up for everything._

Ben went to sleep late that night, he watched over Moka until he knew she was out. _I'm not watching her in a creepy way!_ he thought to himself, _This is just to make sure she actually gets some rest._ Once he was sure the vampire was out he began to doze off himself. He sat in a chair at the corner of the room, so not the most comfortable place to sleep, but then again he wasn't exactly expecting to spoon. Soon, Ben began nodding his head his eyes heavy and body aching. _Hopefully, I heal a little bit from this too._

Sleep, the greatest time Ben could ask for. It's like an old friend came to take him for a ride through the expansive universe. Surprisingly, Ben woke up first. He opened his eyes slowly to see Moka was still sleeping, her blanket had been kicked all over the place during her sleep. _Well, hopefully that means she was just a heavy sleeper._ Ben rubbed the back of his head and, deciding he doesn't have to be here anymore, quietly left the dorm so he could return to his own.

There was a slight creaking of the door, but nothing too loud. He was able to successfully leave the dorm without alerting Moka. However, this brought up more problems, as he walked out of the dorm (reminder, he doesn't have a shirt) the girls that were coming in and out of their own dorms took notice to the lone boy that walked out of Moka's dorm. And boy, did those girls know it was Moka's dorm, "WOO! Yeah, way to go American!" one of the girls shouted out.

"If you're making house calls, you think you could come to my dorm next? I'll let you come through the 'back door'." another called out.

"Shhh!!!" Ben tried to quiet the girls down, but to no avail, _Why am I popular here? Why was this something that never went away? Thanks to Kurumu girls around here have so much thirst they're fucking dehydrated_. Ben chuckled, _Dehydrated. I'll have to remember that one._ "Ladies, you wanna do me a favor and not mention this to anyone...ever?"

"Ooo, keeping secrets Reilly?" a girl from a dorm on the next floor asked, "Wonder what would happen if we told Keito about you sneaking out of a girl's dorm room?"

Ben smiled nervously, "C'mon ladies, I got my ass kicked yesterday, can't you throw a guy a bone?"

"We're only teasing American. Get out of here."

Ben took that moment to dip before he had to deal with anymore misunderstandings for the moment. _Geez, I need to start leaving through windows._ Ben made it back to his dorm for a shower and change of clothes, but found that he had left his Web Shooters in Moka's dorm. He groaned over his forgetfulness, banging his head on the wall a few times, "This is why I rarely take them off. How do I seriously forget things that massive?" Ben checked the time and figured, if he was lucky, Moka would still be snoozing to heal. _Yeah, I can do this. In and out without her noticing. Easy Peasy._ Ben looked at his clothes and figured he was presentable for the day. He just wore his school uniform but his sleeves were rolled up to his bicep and his tie was loosened. Ben also noticed his hair has grown a bit since his haircut and he decided to go with a messy look. _I'll be fine, I mean, this is how Peter, Kaine and I would normally have our hair._

Ben made it back to Moka's front door and went to open it but hesitated, _What if this is a bad time? Like, maybe I should really consider what I'm doing. Is this really okay?_ Ben thought about it for maybe twenty seconds, _Well, I mean, I need my Web Shooters._ Opening the door everything seemed fine. Cheering silently Ben walked to where he had left them...on Moka's dresser. Ben walked to the dresser and picked up his Web Shooters, sliding them onto his wrists. Thinking he was in the clear he turned around to see Moka staring at him dumbfounded while she was in the middle of changing her clothes. Ben didn't want to, but he definitely took notice of her only having her skirt and socks, she was on the middle of putting on her bra.

Moka opened her mouth to say something, but Ben stopped her by pressing his index finger against her lips, " _I know what you're gonna say. And yes, this is very cliché and unlikely to happen ever again. And I know you are probably pissed. But just know...I didn't do this on purpose, you know me better than that._ " Moka stood down slightly and just continued to stare at the currently red face American, " _However I would be lying if I didn't say, 'Nice!'_ " Ben gave a double thumbs up and recieved a slap across the face.

oOoOoOoOoOoOoOoOoOo

" _I can't believe you just walked into my room without knocking!_ " Moka complained as her and Ben walked to the infirmary where Tsukune (and Moka's rosary) were resting.

" _You let me stay there last night, I thought it was okay to grab my shit!_ " Ben retorted.

" _Tch. Thanks to you all those girls are starting rumors that you and my other self are having night time relations._ "

" _God dammit I told them not--Night time relations? What the fuck are you, 60?_ " Ben mocked, " _There are like, four or five other alternatives to that sentence that sound waaaaay better._ "

" _Are you seriously complaining about that?_ " Moka snapped.

" _I'm just saying._ " The two continued to walk down the dirt path, they were almost at the school now when Moka tripped and nearly fell over. Ben reacted quickly and grabbed her waist and kept her up, " _Hey, hey, are you okay? Do you need to rest?_ "

" _I'm fine..._ " Moka was breathing kinda hard, " _I don't think I'm completely healed from last night, so walking is a little difficult._ "

" _Phrasing._ "

" _Shut up. You idiot._ " Moka got back up and clutched her stomach, it growling slightly.

" _Ohhhhhh, you're hungry._ " Ben said in understanding. Ben then pulled his collar back and pointed at his neck, " _C'mon._ "

" _What?_ "

" _Vampires heal faster when they drink blood right? And you're hungry so it's a two-for-one special._ " Moka was hesitant at first, but moved slowly to Ben's neck. She opened her mouth and revealed her fangs and went to clamp down on the side of Ben's neck, " _Remember, I'm terrified of needles, so make this fast._ " Moka rolled her eyes and clamped down on Ben's neck and began to drink his blood. She seemed to get lost while drinking his blood, like her worries were starting to go away, Ben had to tap her shoulder repeatedly to remind her that he in fact liked living.

" _Sorry._ " Moka apologized, " _And thank you._ "

Ben smiled as the two continued to walk to the infirmary, " _Hey, what are friends for?_ "

oOoOoOoOoOoOoOoOoOo

Ben and Moka stepped into the infirmary where Tsukune was being held. " _He looks so peaceful when he sleeps._ " Ben joked.

" _What, are you gonna kiss him?_ " Moka replied with a chuckle.

" _Ain't nothing wrong with two dudes kissing, as long as you say 'no homo' afterward._ " Ben was actually able to get a snicker from Moka with that one. He felt very prideful because of it.

Moka nodded and grabbed the rosary, " _No need for me to be here anymore._ " Moka mentioned as she began to walk out.

" _What? Moka?_ " Ben called, but she wasn't stopping.

" _I'm sorry Ben but...I really can't be here right now._ " and with that she left.

Ben stood by Tsukune's side, slightly dumbfounded Moka would just up and leave. But, not knowing what else to do, Ben sat down next to Tsukune and held his hand while he rested, "I've got you dude. I'll be here."

oOoOoOoOoOoOoOoOo

 **Tsukune**

oOoOoOoOoOoOoOoOo

Tsukune stood facing the Inner Moka as she approached him after the tussle with monstrels. "I'm sorry Tsukune," she said, "none of this is your fault. I wish you would have just gone back to the human world. Goodbye...Tsukune." Tsukune watched in horror as the vampire shoved her through his chest.

At that point his leg kicked him awake and he nearly jumped out of the hospital bed. Tsukune clutched his heart to make sure he was actually living, "It was...just a dream?"

"Ah, so you're awake Tsukune?" a mysterious figure asked off in the corner of the room, "You seem troubled. Did you have a nightmare?" the man asked. Tsukune just stared with wide eyes, he didn't know what to say, he just wanted to know who the man was. "What kind of nightmare was it? Was it perhaps about the girl you love? Was she...killing you?"

Tsukune sat blank for a few more seconds before reacting as if he had just noticed the man for the first time, "AHH!" Tsukune began to panic, "Who are you? How did you know? And where the hell am I?!"

"You shouldn't get all worked up." the figure warned, "You've been unconscious ever since your girlfriend nearly did you in."

It was at that moment, a certain American made himself known, "Bullshit!" he protested sitting upright. Tsukune hadn't noticed, but Ben had been right next to him the entire time, "I'm the one who stopped Moka from hurting him. I'm the one who subdued him AND I did it by barely hitting the guy." Ben said pointing at himself, "YOU knocked him out with that exorcist shit. You should have seen it Tsukune, your head was spinning around and you were puking, it was fucking scary." even though Tsukune was hurting...all over, he could tell Ben was trying to cheer him up and he got a chuckle regardless.

Tsukune looked back at the cloaked man with a serious expression, "Wait, who are you?"

"Don't worry, he's the exorcist that saved you. You're with friends now." Tsukune turned his head, as well as Ben, to see their old witch friend (acquaintance?) Ruby.

"Is that Ruby?" Ben asked. and Tsukune could only nod in astonishment, "Dude, she's fucking hot!" Tsukune could only look at Ben with a questioning gaze, "I didn't notice last time!" Ben defended, "I don't see gender when I fight, 'cause these fists are rated E for Everyone."

Tsukune could only laugh at how ridiculous Ben's statement was. "TSUKUNE!" Kurumu shouted as she went to tackle the human, "You've been asleep for a few days now!" the succubus clutched the human and wouldn't dare let go.

"It's good to see you again," Ruby said with a bow and her face a little flush, "it was also good to pay you back."

" _Hm, Tsukune got a 'welcome back' commitee, and I didn't get so much as a hug from my friends...I'm sure that's fine for my mental health._ " Ben said under his breath.

"Just what's going on?!" Tsukune shouted, he couldn't remember anything post transformation, "Why am I here?"

"Try to relax Tsukune," the cloaked figure said, "I will explain everything."

 **One quick explanation later...**

"Woah, whoa, WHOA! You mean to tell me Moka was actually gonna try and kill me?" Tsukune held his head in pain, "All because I was turning into a ghoul?"

Ben gripped Tsukune's shoulder to comfort him, "I know it's hard, but she didn't want to. I want you to know that. She just didn't want you to live that horrible life. Was it the right choice? No. But that still doesn't mean she didn't care. I had to find that out the hard way."

"It was so horrible Tsukune, she wasn't even trying to pull her punches against you!" Kurumu cried.

"Fuck you succubus, I'm the one who took all the damage!" Ben reminded.

The cloaked man cleared his throat to gain the attention of the teens, "Tsukune, please look at your hand." Tsukune looked down to see some sort of pendant that was chained around his lower forearm to his wrist. "The Holy Lock," the man continued, "works on the same principles as Moka's rosario seal. It locks down the vampire blood in your body. It is the only thing keeping you from transforming into a ghoul. If it ever comes off...you're doomed." the others stared in silence, even Tsukune was unsure what to make of the situation.

"Damn...now people will be able to hear you when cranking one out." Ben chuckled. The girl's glared at Ben with disbelief at his joke, "No? Not funny?" Tsukune however, couldn't hold himself and let out a snort.

"It's good to have you back Ben." the human said with a smile. Even through all the bad, Ben was able to make the situation a little lighter. "Anyway," Tsukune looked at the cloaked man, "Why did you save me?"

"Oh, it was just a favor...for an old friend." the man replied.

"Friend?" Tsukune echoed, the entire situation seemed off, but he was grateful he didn't have to die.

"I believe he's the one who brought you here." the man said with a grin.

 _AH, THE BUS DRIVER?!_ Tsukne's thoughts resonated with the other teens in the room as it seems they had a similar reaction.

"He came to us," Ruby explained, "Said you were in terrible danger." Tsukune wasn't sure why the Bus Driver would help him, but decided in situations like this it was probably best not to dig to deep into it.

Tsukune sat in his bed while the others conversed and could only stare at his new trinket, "Wait...where's Moka?" the others only frowned.

"She...isn't here." Kurunu said, her expression changing from happy to distraught in an instant.

"She feels that she's the one that hurt you...and she couldn't face you." Ben said as he clutched his fists against his pants, "And she did the same thing to me. I haven't seen her in days."

Outside the door stood Moka nearly in tears. She wanted to see Tsukune, Ben, everyone, but she still feels the pain of them getting hurt. She didn't know what to do, **_Hey,_** her Inner self called out, **_How long are you going to stand there? We have to go. I damn near turned Tsukune into a ghoul, I almost killed Ben just to stop him. Us being with them like before...well this will just happen again. Because of who we are at our core._** Moka wiped away whatever tears that began to form, she knew what her other was telling her was more than likely true, but she still wanted to see them. Deep in her heart she knew. And her Inner self knew this as well, **_Tsukune was saved this time, next time may not be so lucky. Same for Ben. He was lucky enough to fight me in a weakened state and even his injuries were bad. In the end, we never should have gotten so close to Tsukune. As for Ben...I blame myself solely._**

Tsukune opened the door to his room and looked out into the hallway, "Moka?" he asked, but when he looked around he didn't see anyone.

"Hey, what the fuck are you doing! Lay down!" Ben grabbed Tsukune and walked him back to his bed, "You still have an IV in you dumbass, don't go walking around when it's trying to keep you hydrated, you'll lose your strength." Ben sighed as Tsukune reluctantly got back into his bed. "You girls can watch him, yeah?" Yukari, Ruby and Kurumu nodded, "Great!" Ben clapped his hands together, "Then if you don't mind I've had a workout regimen that I started and I don't want to skip."

"Workout, for what?" Yukari asked.

"I lost a lot of strength when I was taking those pills, as well as, like, being controlled essentially. I'm gonna get in the best shape of my life, by the time we're done with classes I'm gonna be fuckin' jacked, like Ben Afleck in Batman v. Superman."

Ben walked out into the hall and looked around, he knew he heard Moka out here, but she didn't seem to be around. _She must have left when Tsukune came out here._ Ben thought. Ben walked out of the infirmary and nearly bumped into a lady strolling in, she was wearing a nurse's outfit, so he thought nothing of it, "Sorry." he said.

"Not a problem." the nurse responded. Just then Ben's Spider Sense went off, when he turned to face the nurse she had disappeared.

"I should be on my guard." Ben sighed, "Can't we go one week without a boss fight?"

The lady, walked up the stairs and entered into a room where Mido was being held for his injuries. She walked through the doorway, turned around and locked the door quietly. "I hear he's still alive and conscious now. And the other didn't even enter the infirmary." the woman slowly approached Mido as he stared out the window, "Those punks who humiliated you." she frowned.

Mido grinned, "I'm glad." Mido stared at the palm of his hand and thought about what he went through against Tsukune, he clenched his teeth and formed a fist in anger, "Because the next time I see that punk I'm gonna kill him with my bare hands!"

The woman smiled as she walked up to Mido's back, "Oh Mido," she lifted her finger and it began to transform into a weapon. Her index finger extended outwards and turned into a needle or a blade, "sorry pal." she said with a lovey voice as she jabbed her finger through the side of Mido's neck and keeping him in place with her other arm. Mido couldn't say anything, and when he tried he just coughed out blood, "Why do you think they sent 'The Cleaner'? Hmm?" she whispered as she jabbed her finger deeper into his neck, "It was to clean...up...your. MESS!" she grunted out. The woman laughed to herself, "You know we don't forgive losers. All of us at the top are disappointed, what a waste you turned out to be."

Mido yelled out in pain before choking on his own blood. The woman smiled as Mido now lie in his bed motionless, his sheets covered in blood. She chuckled as she licked the blood off her finger like she was licking the brownie batter of the wooden spoon, "Guess I'm going to have to kill Aono myself. That other one...Well, he won't be a problem. A Spider Monster," she scoffed, "what a fucking joke."

oOoOoOoOoOoOoOoOoOo

 **The Next Day...**

Tsukune sat in his bed, a smile plastering his face when the nurse, a pretty young woman named Mako Yakumaru, gave him the good news, "We'll be removing, your bandages today." she smiled as she removed his bandages which had been on him for almost a week.

Once the bandages were off, Tsukune looked brand new, like he hadn't even got into a fight, "Huh," the Doctor, a man named Yutaka Yuji, mentioned as he looked at Tsukune's lack of wounds, "this is definitely a surprise. I didn't expect you to be healed for another month or so." the others in the room, Yukari, Kurumu and Ruby, cheered for their friends good health. "I don't know what to say except congratulations! You should be able to check out quite soon Mr. Aono." Tsukune barely had a chance to react before Kurumu hugged him in excitement. The doctor began scratching his head in thought with his pen, "Hey, I hear you've been getting into spats with minstrels. You want my advice? Watch your back, there are a lot of them...and you never know where they might be hiding. You wouldn't want to end up here so soon would you?" Tsukune's only response was a nervous chuckle.

"He'll be fine." Kurumu answered, getting close to Tsukune, placing her hands on his thigh, "I'll protect him from. Now. On." she said with wink. "You know I would never let anything happen to you, right?" Tsukune didn't know how to respond, he just sat on the bed with a flustered look.

"And I'll protect him too!" Yukari shouted.

"A-As will I." Ruby added.

Tsukune looked around and saw his friends, Ben was missing but supposedly he was working out, "Awe, you guys...You're the best." Tsukune also felt a chill go down his spine as he could have sworn someone was watching him.

"And you know," Mizore, who had been hiding under the other bed mentioned, "I'll always be watching you."

"AHH! Mizore? How long have you been here?" Tsukune cried in terror.

"Um, the whole time."

"Geez, why didn't you say something?"

Just outside the door stood Moka. She had overheard everything. "Good," she said to herself, "I'm glad he's better. I'm glad he has so many friends. I used to think that he couldn't stay in the monster world...but seeing so many monsters help you throughout your time here. You'll be safe. Without me, you'll be safe." her eyes became glossy as tears welled up in them. She then turned to leave when Tsukune burst from the room and approached her.

"Moka!" he called out. Seeing the vampire after not being able to for so long brought a large smile to Tsukune's face, "I knew it! I knew you were out here, it was like I could sense you or something. I was worried you weren't gonna come, but now that you're here everything'll be alright!" Moka couldn't respond, she wanted to smile but she didn't want to get closer.

"That's so sweet, isn't it doctor?" the nurse mentioned, "By the way, doctor? Can I speak to you you in private for a moment please?" the doctor nodded and the nurse led him out of sight.

"Moka, please, come back into the room with me." Tsukune pleaded.

Moka shook her head trying to stop herself from crying, "I can't. I remember what happened when the rosario was off. It is hazy but I still remember." Moka couldn't hold it anymore, the tears began to flow as she recounted the things that occured, "I tried to kill you. I felt the bones in your body snap when I punched you. And then when I fought Ben..." she began to sob even more, "His face, the look of disappointment and betrayal, then I hurt him. The idea that I'll end up hurting you again...I just can't bear it!" Tsukune's eyes widened in shock at Moka's fears, "I'm sorry! I'm so sorry! I can't be with you anymore...so stay away." Moka ran down the hall and out of sight leaving an upset Tsukune.

Around the corner Ben stood listening to the whole conversation, "Well, seems like I need to bring some sense to her." Ben moved down the hallway to cut Moka off on the otherside.

Moka rounded the corner away from Tsukune and the others and was suddenly pulled into another hallway, "EEP!" Moka looked up at her captor to see Ben staring down at her.

"Hey hot stuff." Ben complimented with an almost sinister smile.

"Ben." Moka gasped, her lip quivering, "W-What do you want?"

"Oh you know, I was just getting off from working out, went to see Tsukune and then...I heard some fucked up shit, what is that all about!" he finished sternly. Moka only looked on in surprise, "You, and you," Ben pointed to the rosary, "you both make up with me and then go and piss off? Tsukune risked his life to save you on his own and you just fuck off on him? What's up with that?!"

"Ben..." Moka was trying to explain her reasoning, but just looking at Ben gave her this uneasiness, this guilt that just seemed to flow over her. **_We can't see you or Tsukune anymore...what we did...it's too dangerous. What if you were to get hurt again because of us?_**

"Screw that! I can protect myself just fine!" Ben argued.

 ** _You nearly died earlier._**

"But not to you, you stubborn bitch! I almost died from some demon prick that had invaded my subconscious for the last eight months!" Moka didn't like this side of Ben, his anger is a force to be reckoned with.

 ** _But I still hurt you Ben!_**

"Yeah, and I hurt you! We're even! Sometimes you mess up, but you can't let that determine your life! What was the point of making up with me? I thought I was your friend?" no response, "You apologized and thanked me, was that your version of a goodbye?" Ben's voice cracked and Moka looked up to see tears were welling up with him too, "I barely have anyone...I can't lose you...because you...you..."

 ** _Why...Why can't you just give up on us?_**

"Because you didn't give up on me!" Ben shouted, he took a deep breath and continued, "After the fight against Kuyo, the things I said. I was done with everything, I had given up...But you didn't give up on me! You helped me get back on my feet, you gave me the confidence to believe in myself. You told me to choose life. So I did. And the life I chose involves all my friends being there because...because..." tears began to drip from Ben's eyes, "you're all my family! And all I want is for my family to be together."

"Ben..." Moka gripped his shoulder and Ben surprised her by grabbing hers.

"I...I don't have any right to tell you what to do. But," Ben thought about his next words the best he could, "look, 'With Great Power Comes Great Responsiblity', you gave Tsukune that great power, now it's your responsibility to protect him...from others and himself." Ben sighed, "Maybe that's wrong, but what I'm saying is, think it over. Don't be so hasty. Just...think about the people you hurt by abandoning them. If I did that before...I'd be closer to my brother." without anymore to say Ben let go of Moka and began to leave, "Sorry if I hurt you. Both of you." with that Ben walked away from Moka.

Moka walked away from the hall, holding her hand against her mouth crying, "What can I do? What should I do?" Moka rounded another corner and ran into the doctor that helped in Tsukune's room, "I'm sorry."

The doctor stopped and turned around, "You're Moka Akashiya right?" he asked, she nodded, "Be careful, a pack of monstrels has targeted you."

"How did..."

"You're crying. Are you alright?" the doctor asked, "Why don't you follow me." the doctor brought Moka to an unused room, "Rest up in here." Moka walked in and the doctor closed the door, "You're being awfully careless. You're a marked person you know. You should surround yourself with defenses and friends." he mentioned.

 _Yes_ Moka thought, _maybe...maybe Ben was right._ "Thank you for the help doctor...but how do you know about that? I just barely found out myself."

The doctor turned around and began slowly walking towards Moka, "Yes, yes, awfully careless. How do I know?" the doctor picked up a stool and held it over his head to strike Moka. The doctor then slammed the stool down, and Moka narrowly dodged the attack. "I know..." the doctor said ominously, turning to face Moka foam coming from his mouth, "because I'm the one after you!"

"Doctor what are you saying? I don't understand!" Moka backed up as far as she could and was put against a desk.

"I told you, to keep your friends close."

oOoOoOoOoOoOoOoOoOo

Tsukune stood in the hallway after Moka had left and didn't bother to move. _She just left._ Tsukune took a step forward, "Tsukune," Kurumu called out, "where are you going? You aren't really considering going after Moka are you?" Tsukune didn't say anything as he continued walking forward. _No matter what you say Moka, I just can't let you walk away._

Ben rested on the ceiling. He was originally coming to talk to Tsukune, but it seemed his resolve was made. "I guess I'm not the only one who hasn't given up, huh." smirking Ben followed closely, just in case, his friend was targeted by monstrels after all.

oOoOoOoOoOoOoOoOoOo

Back with Moka, she was grabbed by the doctor by her throat with one hand, in his other hand he held a syringe with some chemical in it. "Time for your injection." the doctor said as he slammed Moka against a table, "Soon, you will obey all my orders, like a good pet." Moka struggled in his grasp and tried to break free, but the doctor just wouldn't let go, "Quit struggling. After you, Aono will he next. And with your help I can do it without leaving a trace." the doctor laughed, "And what could possibly be crueler..."

 _I have to find a way. I have to do something..._ Moka struggled reaching for a vase, _I have...to save Tsukune!_ Moka slammed the vase against the doctor's head and knocked him unconscious.

Moka turned her head in surprise when the door opened suddenly, "Doctor? Is something the matter? I thought I heard a..." through the door the nurse walked in and gasped in surprise.

"Nurse!" Moka shouted, "Nurse please, the doctor attacked me, he tried to inject me with some drug!" Moka ran straight into the arms of the nurse.

"Oh," the nurse exclaimed, "oh my. You mean that you haven't had..." the nurses finger extended out and turned into a sharp needle and stabbed Moka in the neck, "your shot yet?" Moka's eyes widened in surprise. She had just walked into the arms of an enemy. The nurse, Mako, chuckled, "You should have just followed the doctor's orders! See my finger? It's like a hypodermic needle, and when I inject my poison inside you, you will be under my every command...like a marionette, just like the doctor." Moka's gasped in realization, "Wouldn't want you thinking he was a monstrel."

"You forced him to attack me?" Moka asked, "That means that you're...a monstrel?!"

Moka felt herself getting drowsy, _Tsukune...I have to help..._ she collapsed.

oOoOoOoOoOoOoOoOoOo

Tsukune walked all throughout the infirmary building searching for Moka, _She has to be around here somewhere._ "Moka?" he called out.

"Tsu..ku..ne." Tsukune heard the distinctive voice of Moka around the corner.

Just the sight of her made Tsukune smile greatly, "MOKA! This is perfect I was just looking for you!" Looking down Tsukune saw that she was holding, it looked like a medical scalpel, "Moka, what is in you're hand?"

Around a corner nearby, Mako stood and smiled as her plan was put into motion, _It's all simple yet so elegant. I inject my serum into you using my finger. Then, it becomes a game of chess and you are my pawn! Where I tell you to move, you move._ Mako thought with pleasure.

"TSUKUNE WATCH OUT!!" Ben jumped out from behind Tsukune and grabbed Moka's wrist as she tried to slice Tsukune. Ben twisted Moka's wrist to try and disarm her, but with little experience he got jabbed by the scalpel she was holding, _Dammit!_ Ben thought, _I need to work on hand-to-hand._ Ben was able to get Moka's grip off the scalpel and performed a judo throw on the vampire, he then subdued her by webbing her to the floor.

 _WHAT!? Where did he come from?_ Mako looked on with anger, _That little bug!_ "Tsukune, Ben!" running down the hall was Kurumu, "Ohmygosh!" Kurumu gasped as she saw Ben pull a scalpel from out his side. She looked down to Moka who had now come to her senses just staring at Ben in horror. "What the hell is wrong with you Moka?" Kurumu asked angrily.

"Kurumu it's fine." Ben said calmly trying to defuse the situation.

"No! It isn't fine! She could have killed you!" Ben responded with a slight snort, "Ben!"

"What? She wouldn't kill me, I wouldn't let her. I had this under control, so...just relax."

oOoOoOoOoOoOoOoOoOo

Mako, growling in frustration decided to retreat. Hopefully she could blend in. _Dammit. Dammit, dammit, dammit! I had him! But that damned bug. I didn't even see him._ "Looking pretty scary there Mako."

Mako stopped as a young man reading a book mentioned her name, "Are you Kiriya?" she asked giving the man a death glare.

"I'm only a messenger." the boy said with a chuckle holding his hands up in surrender. "The higher ups want this mess cleaned quickly. So they sent me to assist." he snapped his book shut and held out his hand for a handshake, "I think you and I will make a fine team."

Mako's death glare intensified and she changed multiple fingers of hers into those needles. They began to protrude outward and stretch like snakes as she stabbed and infected the multiple patients and bystanders in the waiting room, "Oh, I think the fuck not!" the boy, Kiriya smiled and watched with intrigue. _Tsukune Aono...Ben Reilly._ Mako thought, _These hands of mine, will send you to Hell!_

oOoOoOoOoOoOoOoOo

Ben took Tsukune back to his room to rest, while he asked Yukari and Ruby to ask Moka what was wrong. Ben also stayed with Tsukune to make sure he would be alright, "She doesn't remember anything." Yukari said as she came to give a report to Tsukune and the others.

"How could she forget stabbing Ben!?" Kurumu added

"Kurumu, it's fine. Just keep it chill." Ben said as he gripped his side.

"It doesn't matter right now," Yukari said, "Ruby keeps questioning her in the first floor lobby, but all she responds with is 'I don't know'."

Ben thought about everything that was going on. When he saw Moka he noticed something was off, "I'm gonna get some air." Ben said when he stepped out of the room. _Think Ben, what was wrong with her?_ Ben thought about all the things he noticed, the scalpel in her hand, her slow walk, minimized speech. _Come on! Physically, what was different?_ Ben thought of her eyes, they looked glossed over, like she wasn't there. Then he remembered the blood that stained her blazer over her left shoulder. _I've figured it out. I just need the culprit to get drawn out. Luckily for me, I won't be waiting long._

Back with Tsukune. He had thought about the situation, and he had made up his mind. Standing up he began to walk towards the door again, "Tsukune, where are you going?" Kurumu asked, a concerned look adorned on her face. Tsukune just stared at the succubus and gulped and she already knew what he was going to do. Sighing, Kurumu moved and blocked the door, "I'm not letting you see her. Even if the 'Outer' Moka may care for you, the 'Inner' Moka may be the one calling the shots. She may still be trying to harm you." the thought had crossed Tsukune's mind, but he refused to believe it, "She tried to kill you twice! And Ben had to stop her...TWICE!" Kurumu clutched to Tsukune's chest, "It's dangerous...please, don't go."

"Kurumu." Tsukune muttered. He tried to understand what she was saying, but he just couldn't except that Moka would be willing to try and kill him.

Mizore, seeing the expression on Tsukune's face, walked up behind Kurumu and pulled her off Tsukune, "Mizore? What the hell is wrong with you!?" Kurumu yelled out.

Mizore, keeping her cool attitude, scoffed, "Back off Bazooka Girl, you're too clingy."

Kurumu, taking offence to the name and Mizore's commands, stood her ground, "Listen psycho bitch, I know you are socially inept, but this is no time for your crap!"

"And neither is it time for yours either sweetie. Tsukune must choose for himself. Quit yakking and making things more difficult."

Kurumu looked back at Tsukune in disbelief, "Tsukune?"

Tsukune stood, fists clenched, he knew what he had to do, "I'm sorry Kurumu. But this is my problem. If you think about it, I pushed Moka into that corner in the first place. I need to fix this. I need to believe in Moka!" saying that Tsukune walked out the door.

"I have to do this," Tsukune said to himself as he ran down the hall to the lobby, "It's because I turned into a ghoul, and that's why our friendship is being torn apart." as he ran he hit a slick surface and fell on his ass, "Woah, that's dangerous. Why is the floor all wet?" Tsukune soon had his answer when he looked to the ground and saw a trail of blood accompanied by multiple bodies.

"Hello Tsukune," a voice called out in the dark, "I'm so glad you've come on your own. I would have been annoyed if your Spider Monster friend were to come and fight for you." stepping out of the shadows the figure revealed herself, "Hello, I am Mako Yakumaru, and I am going to dispose of you for the monstrels." her finger needles wriggling around her. Tsukune tried to run for his life, but the bodies around him began to grab onto his legs, "Where do you think your going?" Mako giggled, "There is no escape Aono!" her toned changed from sadistic and psycho, to psycho and malicious and Tsukune wasn't sure which was scarier.

"AAAHH!" Tsukune shouted when the bodies began to hold him down, "They were just down!"

"People do whatever I wish Tsukune," Mako explained, raising a finger, "All it takes is a touch of my finger, as many as I want, every one my pawn!" She raised her hands in the air and smiled, a flush look on her face, like she was enjoying this, "Nowhere to run Tsukune. This is where you die!"

One of the 'pawns' snuck up behind Tsukune and bit his shoulder, "Ah, damn!" Tsukune took a look at the zombie like 'pawns' _Wait..._ Tsukune thought, _Power to control others. They do whatever she says._ "You!" Tsukune shouted, "You took control of her, you forced Moka to attack me!" Mako sneered, "How dare you." Tsukune seethed, "How dare you use her!"

Mako laughed, "Wow, you're actually kinda cute when you're angry." she let out a needle on her index finger and pointed it towards Tsukune, "But I bet you'll be cuter when you're dead!"

Mako shot her finger forward at the speed of a bullet. Time seemed to slow down as Moka jumped in front of Tsukune to take the hit. Tsukune reached his hand out to grab her, when she was pushed towards him. Taking her place was Ben, who pushed her down just before the needle hit her, and took the shot. "AHH!" Ben cried out clutching his neck and holding the needle.

"BEN!" Tsukune and Moka both called out. Moka stared at Tsukune who removed her rosary, "Tsukune, please, go." she pleaded.

Tsukune smiled as he looked her in the eyes, "I'm not going anywhere, live or die I'm staying by you."

Mako sighed in disappointment, "I really wanted the vampire...but I suppose you'll be fine. You can kill them for me."

Ben struggled to stand with the needle in his neck. **KILL KILL KILL!** A voice shouted in his head. Her voice. _No, oh HELL NO!_ "Haha." Ben laughed. Mako stared in curiosity at Ben who was struggling longer than she anticipated. "If you thought you could take over MY MIND. YOU'VE GOT ANOTHER THING COMING!!" Ben shouted as he pulled the needle from his neck completely unfazed.

"WHAT?!" Mako shouted in anger, "That's impossible!"

Ben yanked on Mako's needle finger and pulled her towards him, "Sorry, I think I got your mail!" Ben then took the needle and shoved it into Mako's neck causing her to scream in pain. "You know, when I picture sexy crazy nurses, I usually think of the ones in an X-rated anime, not one like yourself." Ben quipped, "Hey, if you stick it in yourself, do you hear double the thoughts?"

Mako got up seething with anger, "You dare mock me! You are nothing more than an insignificant insect!"

Ben chuckled and reached out his right hand and motioned to bring it on. Mako jumped back and sent those she had under her control after Ben, Tsukune and Moka. Moka took a step forward to fight but Ben stopped her, "Look, if you are gonna keep worrying about hurting me, or Tsukune, why don't you sit this one out and truly think. Because if you think I can't handle this," Ben smiled at Moka, "you clearly must be messed up in the head." Moka didn't say anything, she just took a step back and stared.

 **Music Cue: Headstrong--Trapt** The dozens of 'pawns' moved forward acting like zombies. They tried to clamp down on Ben, but he was able to avoid most of their attacks. For most he took care of them safely by flipping them to the ground and webbing them to the floor. When a group began to surround him, he webbed one of them and spun them around, mid spin Ben attached the webbing to one of his ankles, performed the splits and then spun on the floor using his hands. The extended reach connected to others and knocked then back. When Ben was done he slammed the one's attached to his webbing into the ground and webbed them there to subdue them.

Ben pointed to Mako and laughed, "Look at you, standing in the back like you're a summoner type. Haha, why don't you fight me like the crazy bitch you are?" Mako growled and used her finger needles to toss chairs and and tables at Ben. Time seemed to slow down as Ben jumped from chair to chair in air like he was Raiden in Rising: Revengence. Smiling he jumped towards the table that Mako had tossed at him, he webbed the table and used his momentum to spin around and throw it back, "My, how the tables have turned!" Ben quipped, "What's funnier is the fact that you are gonna get your ass handed to you by a Meta Human. You suck!"

Mako, in anger cut through the table with her fingers, "ENOUGH! If you think I will be defeated by some low life human, you have another thing coming!!" She shot forward as many needles as she could, each sticking into Ben, "You're mine now. I will crush you like the bug that you are!"

Ben pulled the needles out of his body and pulled Mako towards him again, "It's arachnid, actually." he said as he struck Mako with a headbutt. The force of the blow sent her back against the wall. Ben began to walk forward and dodge the few needles she sent at him. He now stood mere inches away from her, Ben lifted her up by her face and held her a few inches above the ground, "You force others to fight for you...That's disgusting, you make me sick." Ben then used his strength to slam Mako's head through a metal drinking fountain, knocking her out and probably causing a concussion, " _Bitch._ " he spat.

Turning around he saw the mess that was the second floor lobby. Ben whistled after seeing the damage, "Damn, I hope I don't have to clean this up." he chuckled walking back to Tsukune and Moka. Moka, seeing how many times Ben was stabbed by Mako, clenched her fists. _Spider Sense!_ Ben glanced down at Moka's fist and laughed, "What the hell are you doing? I'm on your team."

"I...don't understand. How could you still be in control of your own body?" Moka asked. Even if her 'Outer' self was put under control, she was a vampire regardless, it would take a lot of power to control her.

"Eh, maybe 'amazing willpower' is one of my super powers." Moka didn't seem convinced, "Hey," Ben said getting serious. He gripped Moka's shoulder and stared into her eyes, "You didn't give up on me, so I didn't give up on you. Please, don't leave. If anything I'm here for you...both of you. Besides, deep down inside, I know you care." Ben smiled and Moka turned around with a scoff.

Moka grabbed the rosary from Tsukune, "Well, see you around."

"Wait!" Tsukune called.

"Damn, what is it with people stopping me to talk." Moka turned to look at the human.

"What's with the big dramatic 'see you around'?" Tsukune asked. He looked at Moka with a serious expression, "You aren't going anywhere, from here on out, we're together."

"But not, together together." Ben said causing Tsukune to blush.

"Way to ruin my moment dude." Ben shrugged as a response.

 **To be continued...**

 **A/N: I'm so fucking tired. Like, it's not even funny. I woke up like 2 hours before my alarm and couldn't go back to sleep. Also I'm upset because the Mariners lost 2 days in a row. That blows.**

 **Anyway, here's the latest chapter! It's actually a combination of 2 chapters of the manga that I feel could have been one if it was just one of those extra long chapters. The next chapter should be another one for this story...and that's where my conundrum begins. You see, I recently realized that we are almost done with this story...and my Spidey and Deadpool story, but my problem is that I need some things to happen in my other story so that things in this story can work. So while I will do the next chapter for this story next, I will probably do a bunch of Spidey and Deadpool after that.**

 **Yeah, that's all I have to say about that. I have essays this quarter, so I am surprised that I got this chapter done as quickly as I did.**

 **Don't forget to review, favorite, follow. You got Xbox? PM me, let's play some games. You got twitter? Follow me. You got cash? Cause I don't...it fucking sucks, I had to pay 200$ to my transfer college just to "guarentee" a seating. WTF? I thought I pay when I start class, you already accepted me you can't tell me I need to reserve my spot otherwise I can't pay again for classes. That's just stupid. But it is what it is.**


	22. Let's Be Together

**Let's Be Together**

 **Three days later...**

Tsukune was finally released to return to classes, however, due to an unforeseen event things are not pleasant, "What?" Tsukune gasped, "Moka dissapeared?"

Tsukune was talking to Kurumu and Yukari who were in the club room. The air felt dense with Tsukune's return as not only were they missing the resident vampire, their group was also missing the resident meta-human. "Looks like it." Yukari replied, "No one has seen her since the infirmary, and I guess her door has been locked the whole time too." Yukari looked down, a sad expression adorned her face, "Nobody blamed her for what happened...but she left anyways. I would have thought Ben could at least talk some sense into her."

Tsukune looked all around the room for the American, but couldn't find a trace of him. No webs, no blonde hairs, no porno mags he said he had under his bed, "Where is Ben? Did something happen after the incident?"

Kurumu looked down and gripped her desk, seemingly out of anger, "He hasn't been showing up either. People say they see him around campus, but he hasn't gone to class, he hasn't come to club. It's like he just left us." Kurumu scoffed, "Asshole, showing his true colors." she muttered, "As soon as she leaves he does too. What a coincidence."

oOoOoOoOoOoOoOoOoOo

With Ben, he was dressed in his school attire, but he wasn't attending class. Instead he woke up the last three days after Moka "dissapeared" got dressed and walked to her dorm. Today, he did the same as he always did. He knocked on the door to no answer. Ben knew she was still there, he had been here practically all day the last three days, if she left, he would have noticed. Ben knocked again and recieved no answer, "I still haven't given up on you." he said, hoping to illicit some sort of response, "You know the drill, I'm gonna sit here all day until classes end. I'm gonna knock when each class starts and ends. Then I'll let you know I'm going to workouts. I'll be back afterwards and annoy you then too." Ben looked at his phone and checked the time, "Home Room is starting." he knocked three times. To no response he sighed and sat down and pulled out a sketch pad and pen, " _Do you wanna build a snowman?_ " he sang with a chuckle. If Moka heard him she was probably groaning, he's used that joke maybe five times now. Ben put on ear buds at low volume and began to listen to his music.

 **Music Cue: Wonderwall--Oasis**

"You know," Ben started hoping to illicit conversation, "I've been getting really good at this drawing thing since our trip to the human world. I think I'm gonna start making pin-ups and selling them to people around campus. You think I could use you as a model?" still no response, "I didn't hear a 'no'." he chuckled, "Ahem...that was a joke. Don't worry, I wouldn't do that to you." _I haven't given up. Not on you, and not on your other._

oOoOoOoOoOoOoOoOoOo

Back to Tsukune, he was still trying to figure out why Moka would leave. _I pleaded for her to stay. I didn't want her to leave._ he thought. Mizore, making her chilly presence known, poked her head out from behind a desk a few rows away from Tsukune, "You'll be okay, you have me." Mizore said suddenly, causing Tsukune and Yukari to nearly jump out of their skin, _Where did she come from? Has she been here the whole time?_ "It's kinda a blessing in disguise if you think about it."

Yukari stood up and began to flail her arms all around trying to get Mizore to shut her mouth, "Mizore!? Are you a jerk or a moron?!"

Mizore rested her face on her face and smiled, "I'm merely brutally honest," she popped her lollipop out of her mouth, "The less rivals, the better. I want to rope in Tsukune for myself." she smiled.

Yukari couldn't believe what she was hearing, even going as far as to put her hands to her face like Kevin Mccallister from Home Alone, "Rope?!? Ahh! Do you mean that emotionally or literally?"

Mizore thought for a quick second, "Well now, both. But hey, you know that she's thinking the same thing." Mizore pointed to Kurumu, who was staying unnaturally silent through the conversation, "'If only Moka were gone, Tsukune would be--"

Kurumu stood up suddenly and huffed out of frustration. "Kurumu?" Tsukune asked. Kurumu looked at Tsukune, but then turned to leave, "Wait, Kurumu! Where are you going!" Tsukune called out.

"The monstrels could still be looking for us! It isn't safe!" Yukari tried to warn. Kurumu's response was to slam the door in their face as she left.

Kurumu walked down the hallway and moved towards the stairs to go to the rooftop so no one could see the state she was in. "She's wrong," Kurumu said to herself, tears beginning to well up in her eyes, "I was there, I heard what Ben said to her...I heard what Tsukune said to her." Kurumu burst through the door to the roof and began to walk along the rooftop, now with added fences due to a...recent accident. "How could Moka do this!? After what Tsukune said? After what Ben said? How!" Kurumu was about ready to pull her hair from her head, "Why won't she just come back to school?!" Kurumu gripped the fence, tears now dripping to the floor below her, "Tsukune why? I wouldn't...I wouldn't be like Moka. I would do anything for you!" she yelled out.

Kurumu heard footsteps on the roof, as well as someone chuckling, "Really?" the voice mentioned, definitely male, "You'd do anything? That does raise some interesting possibilities."

"Who-Who are you?" Kurumu looked at the man. He was somewhat tall, he wasn't wearing a school uniform, but he looked like he wasn't much older than her. The man also had a thin face and medium length dirty blonde hair, "Hey, I asked you a question you anime protagonist!" _Great, now Ben is starting to rub off on me...God dammit! I can hear him laughing from here!_

"If you really mean what you said," the man continued, "then this conflict of ours can come to an end."

Kurumu's eyes widened, "A monstrel!" she extended her nails and swiped forward causing a large impact on the roof and dust to fly everywhere. 'You're my enemy, you think I'll just talk to you? I know all about the dirty tricks you played on Tsukune to lure him to your trap!" the dust began to clear and Kurumu could see no sight of the monstrel where she attacked.

"Haha!" a laugh came from behind Kurumu. Her eyes widened in disbelief. "You're so hostile," said the monstrel, still reading his book and now sitting on the fencing, "and all I'm trying to do is help you. Attacking me is awfully bad manners you know." he clamped his book shut and put it in a pocket within his coat. "Hello, I'm Kiriya Yoshi, a monstrel. It's a pleasure to meet you Kurumu." he said with a smug smile. Kurumu turned quickly to face him, bubut when she did he was gone again. "Well," the voice again came from behind Kurumu, and she could feel him resting his shoulders on her back, "after everything that happened with Mido and Mako...I suppose I can't blame you for not trusting me." he glanced over his shoulder and looked at Kurumu through the corner of his eye, "But please, do not misunderstand, if I wanted to kill you...I could have done it already." Kurumu's eyes only widened with horror because she knew that he was right. Kiriya took a step forward and spun on his heels to face Kurumu, "No, the truth is, I'd rather have fun than get results. So, how about I give you and your friends a chance, hm? If you entertain me, I just may let you all go free." Kurumu was about to jump at the chance, but composed herself, _It's too good to be true. There has to be a catch, so what do you want freak? Do you want one of us to be your plaything? To fight Ben? To fight all of us?_ "Your friend, Moka Akashiya. I've seen her fight before, she's a vampire right?" Kurumu gasped, "I'd love to meet her, sounds like fun. Tsukune can't know of course."

Kurmu gulped, "So...you're asking me to just...betray her?" she asked with a serious expression.

Kiriya smiled, "You said it yourself didn't you? That you'd 'do anything for Tsukune'?" he chuckled, "I'll be awaiting your answer."

oOoOoOoOoOoOoOoOoOo

Ben looked down at his sketch pad, he was quite pleased with how good he's gotten at drawing. "Maybe I'll invest in one of those digital sketch pads that artists use." he said to himself, "Yeah, get like a Pixiv or a Deviant Art and start posting this shit." Ben looked at his phone and saw the time. He stood up and knocked on Moka's door again, "Last call for the next few hours." he said, still no response, not even a rustle, "Okay...I'm gonna go workout, I'll be back."

Ben walked to the men's locker room when he heard what sounded like an explosion at the top of the main building, _Better go investigate._ he thought. He got changed into his workout clothes and scaled the wall of the building, however, when he reached the top there was nothing there. Whatever the noise was it just knocked up a bunch of dust if anything. Ben looked around one last time before climbing back down. _Well, I'll just have to be on the lookout._

oOoOoOoOoOoOoOoOoOo

It had taken Kurumu nearly all day to muster up the courage to actually try and get Moka, but if she would answer, or if she was even in her dorm was a different story. Kurumu stood in front of the woman's dorm building, was she really going to do this? She wasn't entirely sure, but she still felt her body moving to Moka's dorm room. As she walked nothing bad bad omens were around her, couple crows cawing, a black cat crossed her path and there was a bust mirror on the ground... _Wait, that's my mirror, is this where I threw it?_ Kurumu asked herself. Kurumu immediately smacked her face a couple of times to get her mind together, "Focus Kurumu!" she told herself.

Kurumu walked to the building, she went up a couple of stairs and made it to the level that Moka's room was on. _I could...I could never betray her...but that guy, get to Tsukune either._ Kurumu squirmed in place about ready to pull her hair out as she stood in front of Moka's dorm, _UGH! I wish I could just ask Moka for advice...or Ben...or anyone!_ Kurumu took a deep breath and walked up to the door and knocked three times. There was no immediate response, _It's no use! Moka's clearly trying to stay away from Tsukune! I don't even know where she is!_ Kurumu slammed her hand against Moka's door. _What should I do? What should I do? Moka's not answering, I can't tell Tsukune and Ben's avoiding everyone too! So what do I do?!_ There was some movement on the other side of the door and Kurumu looked up curiously, the door then burst open and slammed Kurumu in her face.

"What, Ben?" Moka came out and seemed to snap. Kurumu looked up, holding her nose in pain, and saw Moka standing at the door wearing a maroon colored blouse and sweats, "Wait...Kurumu?!" Moka gasped out as her face went red due to embarrassment, "I'm so sorry!"

Kurumu continued to stare in disbelief, _She was here the whole time?!_ Kurumu thought with a growl, "MOKA?! You were here the whole time!?" Moka rubbed her arm with a sorry expression on her face. Kurumu contemplated actually going through with it, but Kiriya's words kept ringing in her head, _'If you entertain me, I may just let you all go free.'_ Kurumu squinted at Moka and looked at her rosario, _All I have to do is pull it off right? I can do that._ "Come." Kurumu said sternly as she began to walk away.

"Wagh! Kurumu, wait!" Moka quickly took off her sweats and put on a sapphire blue dress with white trim, "Wait up!"

oOoOoOoOoOoOoOoOoOo

Ben walked out of the locker room with a towel around his neck and sweat covering his body. Even his grey tank top was showing a dark grey color near his neck and on his back due to his sweat. _Man, I've been really working it these days. It feels like I'm missing something though, like a workout that puts all my muscles to the test._ He sighed out of annoyance when he couldn't think of anything, _I guess I could fight some of those monstrels when they show up but..._ he thought back to a few days prior when he fought that Mako woman with the needle fingers, _When I'm at 100% in my health they all seem real easy. Some of these guys are strong and all, but it's now different than fighting Rhino. I mean, yeah, Mido was crazy strong..._ "But he was soooooooo slow!" he shouted. Ben looked at his phone and checked the time, he was a little later than usual, "Man, I really did have a good workout."

He walked all the way to Moka's dorm and went to knock on the door when he noticed something was off. He looked closely and noticed the door had been opened and wasn't closed all the way. He knocked on it regardless to see if he'd get a response, "Moka!" he called out, "You all good?" Ben opened the door and checked the dorm to find she wasn't even there, "Shit." Ben rushed out the dorm and tried to find some sight of the vampire. _Dammit Moka, where are you?_

oOoOoOoOoOoOoOoOoOo

Moka unwittingly followed Kurumu, she didn't know where they were going, actually it seemed to be away from the school. "Wait!" Moka yelled out again as she tried to catch up to Kurumu still. They were atop a hillside that was surrounded by random graves, a single tree and overlooked the ocean. The wind howled as Kurumu made it to the meeting spot, "I'm sorry," Moka suddenly apologized, _Don't do this._ Kurumu thought, _Don't be doing this now._ "The injury I got at the infirmary, the wound in my neck, it got worse. That's why I haven't been at school this whole time." Kurumu looked down in thought, _So she didn't want to leave? She was just bedridden?_ "Kurumu, how come you're so mad?" Moka asked, shuffling her feet, "Is it because Ben hasn't been to class or club either? He's been skipping."

Kurumu turned quickly and attempted to remove the rosary from Moka's neck, but when she pulled all that happened was a solid 'clink' sound and she pulled Moka with the chain. "What are you doing?!" Kurumu tried a few more times to pull the rosary off, but to no avail. _Dammit! So only Tsukune and Ben are able to pull this thing off?_ She grimaced when she thought of how she's essentially feeding a defenseless Moka to their enemy, _If Moka can't transform...she'll die!_ Kurumu kept trying to pull off the rosary, each attempt she gave a stronger and stronger pull. "Kurumu?" Moka looked on with a sad expression.

Kurumu adorned a similar expression and stopped pulling, "Moka...I thought you left." Moka gave a questioning gaze to the succubus, "You said...you were going to stay away from Tsukune because you didn't want to hurt him anymore! So why are you still here?!" Moka's eyes widened and her lips began to quiver, "Why Moka? Why didn't you go, huh?! Answer me!!"

Moka's eyes welled up with tears and she could only sob out a response, "Be-cause...Tsukune asked me to stay." Kurumu thought to what she saw in the infirmary.

Kurumu scrunched her face in anger, "What the hell is wrong with you!?" she shouted, "You make me sick, it's your wishy washiness that's cutting him to pieces!" Kurumu pushed Moka, "Just go already, instead of this hanging around half heartedly crap!"

Moka's tears began to overflow and stream down her face, "Ku-ru-mu..." Moka could only sob through the name and decided to just walk away. Her sobs became audible now as she walked further, the pain of disappointing and hurting her friends ate at her from the inside out. Kurumu looked back and saw the genuine sadness that had befallen the vampire.

"Tsk, tsk." Kurumu's eyes widened in surprise to the now familiar voice. Turning around she saw Kiriya ahead of Moka, "This isn't what you promised Kurumu." he said with a disappointed tone, "Did you really think you could save Moka with that terrible acting?" Moka looked to Kurumu and to Kiriya in surprise, she didn't know what to make of the situation, "That...is a no no." Kiriya snapped his fingers causing a massive wind gust. Suddenly two large monster appeared behind Kiriya. Cyclops: Giants with one eye and pointed heads. Viscous, but not very intelligent. Actually, they are considered more like pests than anything else, however they are still demi-gods. According to history some of the first were recorded in ancient Greece. In modern times, if you were to ask Ben, only one Cyclops has been recorded, a mutant named Scott Summers. There were two of the creatures, one wore a dress vest and a monocle and held a large hammer, while the other wore a dress vest and a top hat.

Kurumu and Moka both looked at the massive creatures with baited breath, "Friends of mine," Kiriya explained, "fellow momstrels. I brought them along to test you." Kiriya tapped his head with his index finger, "I'm not letting you get away Moka." he said with a smile.

oOoOoOoOoOoOoOoOoOo

After Kurumu had left, Tsukune and Yukari became worried, so, using Yukari's crystal ball they tried looking for their friend. What they didn't anticipate was for the crystal ball to crack immediately upon use. "EEK!!" Yukari screamed.

"AGH!" Tsukune yelled as the crystal ball gave out a blinding bright light when it cracked, "W-What just happened Yukari?" Tsukune asked after the two were able to relax their hearts.

"T-That's not supposed to happen." Yukari said with a gulp, "I mean, all I was trying to do was look for Kurumu and Moka when... _crack_!" Yukari poked her crystal ball in disbelief.

Mizore, who watched the whole thing unfold, just stood there and shrugged, "Sounds like a bad omen," she said, "Moka's probably already dead." Yukari and Tsukune both gasped in horror, "I mean, think about it. She's gone off, Ben hasn't been seen and now even Kurumu is missing. Definitely a bad omen."

"MIZORE!!!" Yukari shouted before she began to cuss her out for being insensitive.

"I'm only kidding." the snow fairy said with a smug smile.

Tsukune gripped his fists tightly, "C'mon, it can't be a bad omen." Tsukune said to himself, "C'mon Moka, Kurumu, please be alright."

oOoOoOoOoOoOoOoOoOo

Kurumu clenched her teeth in anger and lunged forward at Kiriya. She tried slicing his face, but Kiriya sidestepped with lightning reflexes and grabbed Kurumu by her wrist. It was as if Kiriya was putting little to no effort into restraining her, "Please, don't be so tedious." he sighed while light tightening his grip on her wrist, not enough to bring real harm, but just enough to bring discomfort, "You're no match for me. So why not..." he snapped again, "make this entertaining at least." He smiled as he pointed towards Moka and the two cyclops, "It'll be fun." he laughed.

Kurumu turned back to look at what was going on. Moka had just tried to dodge one of the cyclops' hands, but wasn't fast enough and instead had her dress ripped revealing some skin and exposing a bit of her underwear. The duel cyclops stared on at Moka's body with delight, "YAAAH!!" Moka screamed out, "Get away from me!"

"Oo, she's shiny!" one of the cyclops exclaimed, "Hey Kiriya, can we really play with her?"

Kiriya chuckled, "Do as you please."

"Moka!" Kurumu shouted out, she tried to break free of Kiriya but he held on with a tighter grip.

"Woah, can't have that now." he chuckled, "Hm...how odd. Why isn't Moka transforming into a vampire?" he gave a fake gasp, "Is there some sort of _Special Condition_ that must be fulfilled first?"

Kurumu grunted in frustration as she tried to escape, _Damn, did he know the whole time?_ "Let me go!" she shouted.

Kiriya chuckled and pulled her closer, he then looked at her in the eyes and for the first time Kurumu noticrd his awkward one vertical pupil and one horizantal pupil, "Let you go?" He questioned, "Why would I do that? I mean, in your heart of hearts you know you want this. Don't you long for a chance to be rid of your rival?" Kurumu tried to look back to Moka, but could only get a glimpse of her being cornered by the cyclops, their hands getting closer to her. "Aren't you always thinking, 'If only Moka weren't here' or 'If only she were gone.'" Moka thought to the night at the infirmary and how Tsukune, even with everything that happened, with Moka trying to kill him twice, with her avoiding him, he still wanted her to stay. _Why her?_ Kurumu thought. Kirya chuckled and made Kirumu watch Moka as he stood behind her, "If she were to disappear...then Tsukune would be all yours." he whispered into her ear. Kurumu's eyes widened at the idea while she watched as the two cyclops moved closer to Moka who had nowhere to run. Tears were streaming down Moka's face from fear of what may happen.

Kiriya let go of Kurumu and she just stood there without moving, "Kurumu..." Moka whispered, her lips quivering from fear.

"You better fucking move girl!" a male voice shouted out. Kiriya looked behind him and saw Ben Reilly had somehow found them way out on the hillsides. "Kurumu! If you don't move, I'll never forgive you! She's your friend god dammit, why don't you ask yourself, 'What would Tsukune want?' Stop being so damn selfish and think about him for a change!"

"Well...this is annoying." Kiriya muttered.

Kurumu looked at Ben who looked tired and out of breath, _He's right!_ she thought, _What the hell was I thinking?_

Moka stopped trying to run away and just accepted the fate she was given, the cyclops got closer and closer, there intent becoming more and more obvious. They wanted to do things. Ben looked at Kiriya and gave him a two finger salute, "I'd love to stay and chat, but I don't like rapists. You and I..." Ben's smile morphed into a serious expression, "we'll meet again. I promise that."

The cyclops was about to grab Moka when Kurumu flew in and sliced his face. The cyclops backed off and screamed in pain as blood gushed out from his cheek. Kiriya could only look on in a disappointed stare. "Sorry Kiriya, but you won't win this! Trying to turn me on my friends? Sorry to disappoint you, but I'm not nearly as shallow as you'd think," Kurumu made her wings grow through her sweater and expand, "Ben is right, if I'm willing to betray my friends, then I don't deserve Tsukune!"

Ben hocked a lugie at Kiriya's shoe and jumped back next to Moka and Kurumu, "Sorry bud, you ain't ruining this group. But we'll be sure to play nice with you're friends, yeah?"

Kiriya sighed and turned around, "What a bore." he looked back at the two cyclops and pointed to the trio, "Take care of them will you?"

Ben jumped up and down with joy as the cyclops approached them, "Oh-ho-ho! Really dad? Can we? Ah, you're too kind, I always wanted two stupid rats as pets!" Ben shadow boxed in excitement only to make the cyclops grow angrier at him, "Oh, Kurumu, Moka, look!" Ben kept slapping Kurumu on the shoulder, "That one has a top hat, awe, he's so dapper!" he chuckled.

Much to the Kurumu's and even Ben's surprise, Moka stepped forward. "Moka, what the hell are you doing, you can't fight! You have to get out of here!"

Moka shook her head and clenched her fists, "I'm not running away. You and Ben...You aren't the only ones that care about their friends!" Moka stared up with a teary eyed smile, "And I'm not half-hearted about this either!"

"Alright!" Ben exclaimed with a smile adorned across his face, "Okay Moka, if you want to fight, I won't stop you, but if things get too hairy call for my help!" Moka nodded and gripped her rosary.

 ** _What the hell is he wearing?_** Moka's inner self asked.

"Oh, talking to me now huh? You guys haven't done that for the last three days." Ben mocked.

 ** _Shut up! What does your shirt say? I can barely see it from here._**

"Yeah, it's my new workout shirt." Ben turned to show Moka and Kurumu his tank top which had some text with two separate pictures one of them was a large dumbbell, "It says 'Training To Beat Moka' and that's your hair there, see." Ben pointed to the picture which was clearly supposed to be Inner Moka's hair style.

 ** _W-What?_** she was dumbfounded, **_What the hell does that mean?_**

"It's motivational."

 ** _Why me though?_**

" _Pfft._ Duh, because you're the strongest person I know! If I can beat you then I can beat anyone!" Kurumu covered her face as she snorted with laughter. Ben clapped his hands together and popped his neck, "Alright ladies, you two take the one on the right, I'll take the one on the left."

Kurumu smiled, "How come you get one to yourself? We could handle this."

"Yeah, I know, but I want to join in too. Besides, I'm already here aren't I?" Ben reloaded his fists and brought them up for the fight, "Alright, bring it on Summers!"

 **Music Cue: Sriracha--Tech N9ne**

Kurumu walked up to Moka and scratched her nails together, "You better mean what you say Moka. Because if you are going to stay and fight, you will have to handle this too."

Moka smiled and nodded, "I know. I may not be much of a fighter, but with her guidance I should be able to at least keep up with Ben!"

Ben started laughing from the vampire's comment. He wasn't laughing at her, no, he was laughing because he realized that Outer Moka is probably just as strong as him even though she's an extremely weakened state of her true form. " _That's not fair._ "

Kurumu smiled and then nodded at Moka, "Alright then, why don't we show this guy...just how fun the two of us can be!"

"Ehhhhh...Phrasing." Ben mentioned unsure if it was truly worthy to point out.

The cyclops with the hammer was the one that attacked the girls, both jumped off to the side to dodge the attack and successfully avoided becoming a crater. **_Okay, keep calm. You may not have a lot of strength, but you have enough to hold that weapon there._** Inner Moka consoled. Kurumu flew at incredible speeds and swiped the cyclops on the side of his face, "AAAGHHH!" the cyclops cried out. He put one hand to his face to stop the bleeding. **_NOW! GET IT NOW!_** Moka ran up to the hammer and tried to forcefully pull it from the monster's grasp, but he had too good of a grip on the weapon, **_Outside, twist his arm to the outside!_** Moka did so and the cyclops lost his grip.

"I did it!" Moka yelled with glee.

"Great! But don't get cocky, he's still on his feet!" Kurumu shouted.

As the girls were dealing with the now disarmed cyclops, Ben was having his fun with the other, "Hey there fella, man I bet your depth perception sucks, huh?" Ben laughed while the cyclops growled in anger, "Hey, do you guys stay together so that you can make out the enemy correctly? Oh, and why the top hat, may I ask? Like, it's so jarring. You're just out here wearing a top hat for no reason. Don't get me wrong, I think it looks dapper, it's just that-" Ben jumped out of the way to avoid a slam from the monster.

"You talk too much!" the cyclops yelled as he continuosly tried to smack Ben around, but he was so slow on the draw Ben didn't even have to try to dodge his attacks. Eventually the cyclops slammed his fist to the ground and Ben took this chance to counter.

"Okay, you asked for it!" Ben jumped towards his head and began to use the cyclops body as a surface to shoot his webs at. Ben swung all around the monster's body while the cyclops flailed his arms just trying to hit the Spider. It worked out in Ben's favor however, as he had successfully ensnared one of the cyclops's arms into his webbing. Ben then pulled back and then attached the arm to the monsters chest like he was wearing a sling stuck to his torso.

"What's going on?!" the cyclops asked, "I...I can't move!"

"Yep!" Ben said proudly as he landed on the monster's opposite shoulder, "That's my specialized webbing, tensile strength custom made!" Ben then webbed the monster's other hand into a fist and then shot two more web lines and began to pull causing the cyclops to punch himself in the jaw, "Quit hitting yourself, quit hitting yourself!" Ben laughed out until he jumped off the monster's shoulder and gave one last strong yank making to monster punch himself in the jaw and bite his tongue. The monster collapsed and Ben stood on his chest with one foot, "That wasn't so bad. I didn't even need my Spider Sense for that fight." Ben looked at the girls and smiled as Kurumu sliced the cyclops at the ankles and Moka finished him off by slamming his head with his own hammer. The cyclops collapsed and two female monsters cheered with their victory.

Out aways stood Kiriya looking back at what had just transpired, "Well, that's no good." he said with a sigh, "Though I admit, it got pretty exciting for a moment there." Kiriya looked out at the teams and saw Ben look back at him. The Spider smiled and blew Kiriya a kiss followed by shooting him with a finger gun. Kiriya frowned slightly, "Well, it seems he's more of a nuisance than anticipated."

The three teens caught their breath and looked out towards the ocean, "Moka," Kurumu started, "why did you stay? After everything that happened, why stay?"

Moka gave a sweet smile, "I wanted to, but I couldn't bring myself to do it. I'd be leaving so much behind, Tsukune, you, Ben..."

Kurumu scoffed, "That's what I'm talking about, your stupid wishie washiness. I hate it." she said with a smile, "Hey, actually, I just had a thought-"

"That's dangerous." Ben joked.

"Where the hell have you been?" Kurumu asked Ben.

"Me? I've been by Moka's door everyday waiting for her to recover." Ben mentioned rubbing the back of his head, "Then I'd go workout and come back. After a little bit I'd go back to my dorm."

"What!?" Kurumu grabbed Ben by the straps of his tank top, "You mean to tell me, that we were worried about you for nothing?!"

Ben blushed, "You guys were worried?" he asked causing Kurumu to back down, "Geez. I didn't mean to make you guys worry. I was just trying to get Moka to heal faster, but she wouldn't drink my blood. Stubborn as ever. I'm surprised she listened to you so easily, she wouldn't say three words to me. Always groaning or telling me to go away. My plan was to annoy her out of her room."

"You were...just trying to bring her back?" Kurumu asked.

"He was the worst!" Moka spoke out, "He wouldn't shut up about some show...Cowboy Bebop? I have the stupid theme ingrained into my brain, and furthermore, he kept singing that stupid tune!"

" _Do you wanna build a snowman?_ " Ben teased.

Moka pointed in anger, "That! That stupid tune! He will sit there and just whistle, hum or even _sing_ , that annoying tune!"

The three looked at each other and all laughed, "Man," Kurumu said, wiping a tear away from her eye, "so, that doesn't explain how you found us though."

"Oh, some chick on the upper floor getting rammed by her girlfriend told me she saw Moka following you somewhere." Ben said nonchalantly.

Moka and Kurumu looked at each other and then back at Ben. Kurumu blinked a few times before asking, "You mean boyfriend right?"

Ben shook his head, "I know what I said." Ben chuckled, "She told me that she could never mistake YOUR chest Kurumu." Ben's chuckle turned into a laugh, "Your tits are legendary to lesbians! HAHAHA!" the other two couldn't help but chuckle just a little bit.

"You know, it's nice to see you so happy Ben." Moka said, "Much better than when your gloomy or holding your emotions."

"Yeah, you're like a new person these days. It's like when we first met you, but tines ten!" Kurumu agreed, "A little annoying, but we wouldn't trade you for anyone else." Ben helped the two girls to their feet and tied up the two cyclops to the tree leaving behind a note for the Enforcers.

oOoOoOoOoOoOoOoOoOo

 **The next day...**

Ben told Keito about the cyclops that attacked his friends and how they were tied to a tree. Keito had to send a whole group just to move the two of them. But, what the truly important outcome of the situation is: "MOKA!" Tsukune beamed, his face brighter than it's been the past week, "Where have you been? I've been so worried!"

Moka blushed and a slight smile formed, "Tsukune..." she fidgeted her feet back and forth, "I'm sorry...for everything. Can I stay with you?"

"MOKA!" Yukari shouted out going for a tackle hug on the vampire, "Moka's back! Moka's back! Moka's back!" she kept yelling as she nuzzled her head in Moka's chest.

In the back looking from afar stood Mizore, "Well. I guess I'm happy for her."

Ben walked up behind her and patted her shoulder making Mizore jump in surprise, "Be happy for Tsukune, look at that idiot."

"Why are you over here?"

"Well," Ben rubbed the back of his head, "Somebody may or may not have taken out some pipes for toilets on my side of the dorms...and that same somebody may or may not have painstakingly cleaned every one of the pipes he grabbed just repurpose them to feed a wire all the way to the phones just so he could make a makeshift connection to the human world to get internet." Ben chuckled.

Mizore stared wide eyed at the boy, "You peed out here?"

"That's what you took away from that? Not that I--I mean, SOMEBODY was able to get an internet connection to the human world?" Ben said looking around to make sure no one on the staff heard him slip.

"No..."

"Oh...well, yeah, I had to take a massive piss."

"Gross!" Mizore started looking around to make sure she didn't accidentally step in urine.

"Geez, you act like I peed by you. It's out in the forest more!"

Ben walked up to Tsukune just as Moka and Kurumu were getting into a spat, but it ended with the two laughing and walking off to class. "Man, those two have really changed since school started." Tsukune said with a smile.

Ben put his arm around the human, "We've all changed Tsukune, some of us more than others. But we've all grown in some way. Let's keep growing...together."

Tsukune smiled at Ben, " _Pfft._ " Tsukune let out a laugh.

"What?" Ben shrugged.

"Oh my god, what shitty anime did you get that line from. Hahaha!" Tsukune and Yukari walked ahead laughing at Ben.

Ben sighed as he watched his friends walking ahead of him, "God dammit, I actually thought I sounded cool too."

 **To be continued...**

 **A/N: Hahaha! Yeah, got it done baby! Next chapter I'll be working on will be Spidey and Deadpool, but don't worry I'll get like a chapter or two done for that one and then come back to this story.**

 **You know, I wanna take this time to talk about the strange cover art for volume 7 of the manga, where this part of the chapter is based in. Why the fuck was that the cover art? The coloring is so awkward compared to the rest of the series. Like, it's mostly Moka, but Kurumu looks kinda weird too. Like, for Moka they give her this sapphire dress, which is the dress she wore to the human world but recolored. Don't believe me? Moka is wearing that dress on the cover of volume 3. Then Moka's eyes are like golden yellow instead of emerald green. And her hair is peachish orange instead of pink. It looks so jarring. the only problems with Kurumu is that her eye are a darker shade of purple and her hair is teal colored instead of a lighter icey blue. The cover itself is nice, it's just the coloring that is off compared to all the others.**

 **Anyways, that's all I got for you guys. Have a nice day, remember to review, follow, favorite. I'll see you next time.**


	23. Call to Understanding

**Call to Understanding**

Ben lie in rest in his bed, things were all right at Yokai Academy. Moka was coming back to classes, they haven't had to fight some Darkstalkers Revenge looking fuckers in at least a week. Yep, everything was turning up well. Ben's alarm went off and he turned it off immediately followed by jumping out of bed.

 **Music Cue: Mr. Blue Sky--Electric Light Orchestra**

Ben got dressed in his school clothes and even tied his tie all the way. Brushed his teeth, he was up early so he spent five whole minutes to make sure his teeth were nice and clean, followed by mouthwash. He looked at himself in the new bathroom mirror he had to buy to replace the old one. Gone was the look in his eyes that looked gray and screamed that he was dead inside, now he saw eyes that were blue as the sky and had equal as much life to it. It was a brand new day for him, and it was just beginning. "It's a beautiful new day, hey!" he say followed by clapping to the beat. He then walked to his fridge and pulled out some eggs and thinly cut steak strips, "Beautiful new day, and a fucking delicious breakfast." Ben smirked as he took his first bite, "God damn, it this was anymore American it'd have gunpowder on it." Ben looked at the time and quickly finished his breakfast and walked out to the front door just before Tsukune knocked on his door.

"Oh," Tsukune said with a smile as he checked the time on his phone, "you're early today."

Ben chuckled and wrapped his arm around Tsukune's shoulder, "Early bird gets the worm, Tsukune."

Tsukune snickered, "More like, Early spider catches the fly." the two shared a chuckle as they walked to classes. The two continued to walk together until they reached a pillar with a winged horse on it, "Hey, I'm gonna wait for Moka." Ben smiled and gave Tsukune the old finger guns.

Ben continued through the school and entered the gates where he was met by the Exorcist, "Oh, hey! It's you...Dude!" Ben realized he never got the man's name.

"Mr. Reilly, I have a matter to discuss with you." the man said and pointed Ben off somewhere that looked secluded. Ben had a face that looked as if he was unsure but nodded and followed anyways.

"Pretty swank office you have here," Ben joked as they were over by a tree that was near a corner of a wall and shade covered where they stood, "you really nailed that 'serial killer' vibe. So, what? Is the giving tree gonna give me death? Or perhaps you pull a branch and there's a secret underground weirdo church sex dungeon?" the man didn't say anything and Ben took that as the man didn't understand, "That was a joke...though, considering what has been found out about the Catholic church in the last 20 years it may be reality."

"Are you done?" the Exorcist asked. Ben nodded and gave an apologetic look, "You may not know this, but I know why you're here." Ben's eyes widened in shock as if he had just been found out, _No...he's bluffing._ he thought with a confident look, "Madame Web has made you're purpose quite clear."

"Fuck." Ben then realized something, "Hey...You're not gonna kill me are you?"

"Me? No, why would I do that? After all, you are a monster in some sense. Are Meta-humans not monsters to humankind?" the Exorcist sounded as if he was giving Ben a free pass and Ben was not about to look a gift horse in the mouth, "The troubles you have experienced...are not over." he explained. Ben began to pay attention more intently now, "Monstrels will be attacking again soon, and they will focus on your friends, Tsukune and Moka." Ben frowned when he heard this. The man smiled and gestured his arm in the direction of a man Ben had never seen on campus before, he was older, MUCH older, he wore a denim outfit had shoulder length black hair, tanned complexion and was smoking.

"What's Brokeback Mountain doing here?" Ben squinted his eyes, the guy was definitely not to be trusted, Ben's Spider Sense was blaring the closer the man got to them. Then, Ben noticed the man was specifically following Moka and Tsukune. Ben listened in to see if the man said anything that definitely pegged him as 'bad guy' and not 'Hank, the freaky neighbor' kinda guy.

"So...that's my prey, huh?" the man said in a low, raspy voice, _My God, he sounds like he's smoked a pack everyday since he was 16._ Ben mentally joked, _He sounds like the male version of that worm in Spongebob when they try to sell her chocolate._ he thought continuing his mental roast, _Chocolate...I remember when they first invented chocolate. I hated it!_ Ben had to shake his head to get him back on track, "Personally the girl is more my taste, but it's been so long since my last meal, I guess beggars can't be choosers." _Oh so he's a mix of 'Bad guy' and 'Hank'. Good to know._

Ben went back behind the tree and nodded to the man, "Okay, I get you. So why don't I just go out there and deck the fucker myself?"

"While that solves the problem of this man harming your friends, that doesn't quite solve a different problem." the Exorcist said ominously.

"And what's that?"

"Tsukune's lock. The one concealing his vampiric abilities has more than one purpose." the Exorcist explained, "While it seals his abilities, yes, it can't truly keep them away. So, he must learn to live with them, call upon them when necessary while not going overboard."

"So you want me to take care of the guy if Tsukune starts to get a little blood thirsty?" Ben asked.

"No, I want you to stop Tsukune entirely." Ben's heart dropped as he imagined what that would mean, "His lock has separate rosary beads, each help contain his power, however, if they break he will retain his ghoul form."

"So I have to regulate his usage...like helping someone get off drugs." the man nodded. "Alright. I'll do it, I'll keep an eye on my friends, and I'll make sure that Tsukune learns to properly harness and use his newfound powers." Ben smiled, "Damn, I'm gonna be a mentor." the man smiled and began to walk away when Ben stopped him, "Wait, just...why are you helping me? Helping Tsukune?"

The man turned back to Ben and smirked, "For coexistence of course." with that, the man disappeared without a trace.

"Coexistence huh." Ben said to himself.

oOoOoOoOoOoOoOoOoOo

 **Tsukune**

oOoOoOoOoOoOoOoOoOo

Tsukune waved as Ben went on ahead to the school. He then smacked his lips a little and reached into his bag to pull out a water bottle, _This is the third one this morning._ he thought, _Why am I so thirsty?_ he thought. "Morning Tsukune!" a lovely voice called out. Tsukune turned around to see Moka walking up to him with a smile on her face, "My, that is some hardcore hydration you've got going on."

"Oh," Tsukune chuckled, "I guess I'm just really thirsty. Good morning Moka."

The two continued their walk to school, "So where's Ben?" Moka asked.

"Oh, he walked ahead, said he had something to do." he lied, _It's a good thing Ben is so understanding._

"Oh, and your bandages are off!" Moka cheered, "I was so afraid my teeth marks would leave scars."

Tsukune chuckled, "Ben was betting on it."

Moka pouted, "That's rude."

"No, no. He was making bets on who would have the better scars, me or him."

Moka blinked a few times before bursting into laughter, "You'd lose immediately, Tsukune. Ben has a scar across his left eye." **_Hm...and on his back. And on his chest, and arms._** 'Inner' Moka said to her other self.

"The best part," Tsukune continued as he moved his collar to reveal the nape of his neck, "it'd perfectly healed. All thanks to me wearing this 'padlock' thing." he held up his wrist for Moka to see.

"Oh," Moka said as she looked at the magical lock on Tsukune's wrist, "you mean the 'spirit' lock. The one that the Exorcist put on you."

"Yeah," Tsukune smiled, "it's doing really well at sealing the vampire blood. I feel great, I feel...incredibly hyper." the two continued to walk and enjoy each others company, like they used to.

"Oh, did you hear? The school's festival is coming up soon!" Moka said excitedly as her and Tsukune changed shoes in the entryway.

"School festival?" Tsukune asked. _I suppose it makes sense, they want this to be like a normal school, so normal school things makes sense I guess._

"Yeah!" Moka replied, "Gin said there will be a bazaar and everything. That means there will be lots of stuff for us to report on. We better get to work!" she said with a smile, but Tsukune felt she didn't quite feel that well about it.

"Moka...no offense but, you seem like you're trying to sound pumped, but you look so tired." Tsukune leaned in close to Moka to get a good look at her face. Moka's heart beat fast the closer he got and she started to blush.

"D-Don't be ridiculous! And don't get so close!" Moka moved and tried to get away from Tsukune in a flustered manner. Because she was so flustered she wasn't paying attention to where she was going and tripped over a step that caused her to lose her balance, fall and scrape her knee. "Ow..." she whined quietly.

"Moka!" Tsukune rushed up to his friend. He was taken aback by her form, she may have been in pain, but she looked awfully stunning, both legs glistening from the light. _Do I have a leg fetish?_ Tsukune asked mentally, "A-Are you alright? What happened?"

"I'm fine," she replied, "but there is a little blood."

"Blood?" Tsukune asked his head snapped to her knee and something in him seemed to go off. He didn't know why, but he was being pulled in, "Blood..." he said quietly and for some reason he got closer and closer to Moka's leg.

"Tsukune?" Moka asked. **_He's getting too close!_** Out of instinct, and hearing her other mentally scolding her for not stopping Tsukune earlier, Moka shot her leg forward and ened up kicking Tsukune in the jaw, "What do you think you're doing!?" the two caused a bit of a scene and some passing students would look back at what was going on. Both of them stood up, Moka's heart beating fast she moved away from Tsukune.

"Wait, Moka, what did I do wrong?" he asked. _What the hell wss that all about? The moment I saw Moka's blood my heart started racing and I felt...something_.

"Tsukune you are such a perv!" Moka shouted.

"W-What? That's not--It isn't like that! Moka, wait!"

Things went on slightly normal during classes, though she and Tsukune made noticeably less conversation than usual.

oOoOoOoOoOoOoOoOo

 **Ben**

oOoOoOoOoOoOoOoOo

 **After School, Newspaper Club...**

"I don't care how 'hyper' you feel, that's still no excuse for being pervy!" Moka complained in the club room.

Ben chuckled and snickered, "Making moves after some leg is shown? Damn, only took a semester." he teased.

"NO!" Tsukune shouted, trying to defend himself, "That's not what happened, you don't understand!"

The door opened to the club room and in walked both Yukari and Kurumu, "Ugh, what's all the ruckus about?" Kurumu asked, "Oh, Ben is in the club room today?"

"Hey, just because you're beautiful and popular, don't think you can talk down on me...oh who am I kidding this is reality everywhere." Ben said with a shrug.

Yukari snickered, "You mean you didn't hear Kurumu?" Yukari held her hand to her face to try and prevent her laughter, but it wasn't helping, "Everyon's talking about it. Supposedly, Tsukune finaly put the moves on Moka!" she said with a huge grin and flashing the 'peace' sign.

"He WHAT!?" Kurumu shouted angrily.

"Right in front of everyone too. He pushed her down and got closer...and closer..." Yukari held her hands to her face at the thought.

"Oh, you guys have been reading my Fan Fiction!" Ben joked, "Moka and Tsukune sitting in the tree, _F-U-C-K-I-N-G._ " Ben said the final bit in english.

 ** _Mind rephrasing what you said?_** 'Inner' Moka commanded.

"What are you gonna do about it? Pull against the chains?" Ben replied with a cocky smile.

"You've become awfully cocky since you started working out..." Kurumu noted with a sour expression.

"Yeah...among other things that happened." Ben said with a slight smile while rolling his eyes.

Moka, still feeling a little embarrassed over the situation, left when the others were conversing, "Moka wait! I didn't do anything!"

"Tsukuuuuune!" Kurumu whined as she tackled the boy and shoved his head between her boobs, "Why would you do that to her? Why couldn't you do that to me!" Tsukune tapped Kurumu's shoulder repeatedly to signal he couldn't breathe, "I mean, I would at least pretend to struggle!"

"God, in light of recent events, I think I had an epiphany." Ben said as he just watched Kurumu do as she pleased to Tsukune, "I want someone to look at me the way you girls look at Tsukune. Like, not to his extent, but the idea that I would have someone always so close and willing to help me would be pretty nice."

Kurumu and Yukari looked at each other with confused looks, "Oh Ben, you poor, poor dense fool." Yukari said shaking her head.

Ben cocked his eyebrow in confusion, "What?" Yukari and Kurumu just shook their heads.

An audible sneeze was heard just outside the door before it opened, "Bless you." Ben replied.

"Ah, thank you." the figure that opened the door was Keito adorning a smile, "If you don't mind Mr. Reilly, I am in need of your assistance."

Ben nodded and patted Tsukune on his shoulder, "Don't worry bud, things will work out."

oOoOoOoOoOoOoOoOo

"So you see," Keito explained, "There have been sightings of an unknown on campus." she explained.

Ben thought for a quick second, "Hold up," Keito waited, thinking Ben had figured something out about the person of interest, "Keito, what's your surname?" Keito nearly tripped over her feet when he asked a completely unrelated question.

Keito blushed a little, "Why are you asking something like that? You already know my surname."

"I do?"

"It's Keito." Ben stopped and held his hand out in front of the girl coming dangerously close to accidentally touching her chest, "Uwuah!"

"Keito..." Ben looked over to his eyes glaring at Keito, she hadn't realized how much taller he was compared to her, "I don't think you realize what this is doing to me! I'm American, and the only thing of my culture I have here is people not minding my mannerisms and bumping my playlist of New York rappers." Ben had moved closer and closer to Keito until he was mere inches away from her face. "Tell me." he said with a deepened voice, _Woah, that was weird I kinda sounded like Kaine there._

Keito's whole face became red and her heartbeat was erratic, "Um..." she turned away so she could try to gain distance, "you're too close." Ben let go and stepped back with a face of determination that hadn't changed, "My first name is...Himo" she said covering her face.

Ben was silent for a short time, "OH! As in string!" Keito nodded her head in embarrassment. "Awesome, now I feel less awkward, but if you don't want me to call you Himo I'll continue to call you Keito." Keito was about to say something but Ben stopped her, "Anyways, what did you want to say about the weird guy? He didn't happen to be a skinny dude pretending to be a Yank from Houston would he?"

Keito blinked a few times at the immediate subject change to get back on subject, "That description is pretty accurate...so you've seen him already?"

"Dude sticks out like a sore thumb, I could spot him in a crowd outside of school."

"Well," Keito now adorning a serious face again, "some of my senpai's in the Enforcers Committee said they had seen him before the last couple years. They say he's quite dangerous and is usually called upon by monstrels to...take care of problems that they don't want to deal with. I fear he may be after Moka and Ts-"

"I know." Ben interrupted, "Yeah, I figured out he was after my friends this morning." Ben sighed, "Keito, do you have anything else? What he is?"

"No, that's all I have." she sighed.

Ben nodded and Keito began to walk off since she could do no more to help, "Hey," Ben called out, "thank you. For everything you've done to help me out, whether it be giving me more freedom or trying to help with my friends, and...thank you for sitting there the whole time I was out." Keito's face became flush again, she hadn't realized he knew.

"Ben!" she called, her heart beating fast, this wasn't ideal but she felt she had to get it out, "Ben the truth is...I...I like you."

Ben was silent, he wasn't sure what to make of the situation, hell he wasn't sure how to respond. _With my heart, I guess?_ "Keito...I really appreciate your sentiment, and deep down I think I always knew but..."

"You're in love with Moka." Keito finished with tears rolling down her face and a slight smile, "I knew it to be true...but, I still thought I'd give it a shot." she said between sobs.

"Can we...still be friends?"

Keito struggled to laugh while she cried, "You've...never done this before have you?"

"To be fair...I am like...1."

Keito nodded slowly, "We can. But you have to promise me something." Ben nodded, "You will not make me feel like an idiot and you will confess to Moka during the festival." Ben's eyes widened slightly, "You have to promise, otherwise, what's the point of declining me."

Ben nodded, "Alright. I'll do it. I'll confess. But, I kinda have to, like, do this thing..."

"Right, right, kick his ass. I'll be rooting for you. Woo, woo." Keito smiled. She then placed her hand to Ben's face, "Good luck." she moved closer to his face and the two locked lips, "Go get 'em, tiger." with that, Keito left and Ben was left there wondering about everything that had just happened.

"Wow...I have a weird sense of Déjà Vu." Ben said with a shudder, "I just hope she doesn't hurt too much, I'd feel like a real asshat if she held a grudge for the rest of her life."

oOoOoOoOoOoOoOoOo

 **Tsukune**

oOoOoOoOoOoOoOoOo

After the club meeting was over, if one could call it a meeting, Tsukune found himself by the vending machine buying himself more water. The water fell into the slot where the machine catches the drink and Tsukune reached out and grabbed it as if someone was trying to steal it from him. _I don't get it,_ he thought, _why won't she let me explain._ He, of course, was referring to Moka. He found it weird how she has just been avoiding him lately. Tsukune unscrewed the cap of the water bottle and downed it all in an instant, "Damn I'm thirsty." he exclaimed as he bought another bottle. _Then again,_ he thought with a frown, _maybe I'm the one acting weird. I mean, just thinking about Moka's blood makes me dizzy and..._ he sighed. "What's wrong with me today?" he asked. Out the corner of his eye he saw Moka leaning against a pillar, "Moka? What's she doing?" Tsukune saw her start to slump against the pillar and he rushed over to catch her. "Moka, are you alright? You look like you were about to feint!" Moka rubbed her head and looked at Tsukune with a tired expression. Tsukune held her against the pillar to help her keep her balance, "I knew something was wrong with you this morning. You should have something!"

"Tsukune..." Moka said quietly, "Please, let go. Just leave me alone." Tsukune's eyes widened at what he was hearing, but he wouldn't stop pressing for answers. Moka looked away and was low on breath, "Tsukune, please...let me go."

"I don't get it Moka," Tsukune said still trying to figure what was wrong with her, "why are you-" Tsukune stopped, he had noticed something strange about Moka, _That's weird. I've never seen her look so pale,_ he thought, _she's so pale I can see her veins...her beautiful veins._ Tsukune moved closer to Moka's neck he opened his mouth like he was going in to bite a piece of fruit, _Feels like...I'm being sucked in._

He got closer and closer and Moka could feel his breath on her neck. Her heart began to beat fast, **_What are you doing idiot! Move or call for help!_** "No!" she shouted, shoving Tsukune off her, "Tsukune what's wrong with you? Stay away!" Moka looked at Tsukune and it was as if he was someone else, like he wasn't even himself, his eyes they looked different.

Tsukune blinked a few times and shook his head, it was like he had blacked out, "Wha--stay away? But Moka I-" he walked towards her, but she stumbled backward with a fearful look on her face. Tsukune had never seen her make this face before, the last time he saw a face similar to this was when Ben fought Keito the first time. It was a face one made when they thought they or someone else was going to get hurt. _Just what the hell did I try to do to her?_

"Tsukune listen, I-" Moka couldn't finish what she was trying to say lost balance and collapsed mid sentence.

"MOKA!" Tsukune shouted, fearful for his friend. From the shadows a mysterious creature watched with a smile adorned across its face.

oOoOoOoOoOoOoOoOo

Tsukune returned to the vending machine and was drinking yet another water bottle, must have been his sixth or seventh one since he returned. He had taken Moka to the infirmary and learned that, thankfully, it was only a touch of anemia. Still.. "It's my fault." he said to himself. He tossed his water aside and groaned in disgust, "It's no use. Becuase what I'm thirsty for...isn't water." He grimaced because he did not want it to be so, but he had come to the realization, "I want Moka's blood." he slammed the wall next to him and made a fist sized crater in the brick, "I'm turning into a vampire...this wasn't supposed to happen! What's the point of this lock the Exorcist gave me if things won't go back to normal!"

A feint chuckling was heard in the distance, it sounded coarse, "Feeling sorry for yourself Aono?" Tsukune turned to see a strange man with denim clothing standing beside some courtyard tables and smoking a cigarette, "Can't say I blame you. I mean, missing a meal like that...would make any man crabby."

"Who are you?" Tsukune questioned, being sure to keep his distance.

The man ignored his question and continued to speak, taking a puff from his cigarette, "Honestly, I feel your pain, because every moment of every day I suppress my hunger." he stated. He came out of the bushes to reveal his true form, a giant millipede like monster. He quickly slashed at Tsukune, which the teen wasn't expecting, and was able to get a cut across his shoulder, "But sometimes one must satisfy their cravings, like right now!"

"What?" Tsukune asked as he clutched his wound.

The man rose up so he was towering Tsukune, "My name's Hyakushiki. Nothing personal kid, but they said I could eat you."

 _They!?_ Tsukune thought.

oOoOoOoOoOoOoOoOo

Meanwhile, during this mess, Moka woke up from her bed rest. She had awoken with a jolt and was breathing heavily. Next to her, Yukari yawned and rubbed her eyes, "Oh, Moka you're awake!" she exclaimed.

"Yukari? What are you doing here?" Moka asked, she then gasped when she remembered what had happened before she woke up, "Tsukune! Where's Tsukune!"

oOoOoOoOoOoOoOoOo

 **Ben**

oOoOoOoOoOoOoOoOo

Let's run it back to Ben. Before this whole situation with Tsukune, Ben had actually gone to see Moka while she was in bedrest. "Where's Tsukune? What happened?" he asked.

"We don't know." Kurumu replied, "Tsukune brought her in like this and he just kept blaming himself. Said it was his fault she was like that."

Ben clenched his teeth at the sight he saw, "Did the doctor say what the problem was?"

"Yeah, they said it was anemia." Yukari mentioned. Ben's eyes widened, not out of anger or surprise, but of astonishment, "Said she had a deficiency and she just needed some rest and a better diet."

Ben's eye twitched slightly in annoyance, "Hey, is that our paper?" he asked pointing to a newspaper in the stand. Yuakri nodded and Ben grabbed it, he then folded it into a fan and stuffed it in his back pocket, "It's hot out, never know when you need to keep cool." he said with a smile. He opened the door and stopped at the entrance and looked back at Yukari, "I'm gonna find Tsukune, keep an eye on Moka." Yukari nodded and Ben left.

oOoOoOoOoOoOoOoOo

Thanks to his incredible speed, and use of webs to swing around school, Ben was able to find Tsukune in no time. Unfortunately he also found that creepy guy from this morning. Ben remembered what the Exorcist said and hung out on the side of the wall just watching. It was strange because for five or so minutes the creepy guy didn't do anything buy watch Tsukune. It was like he was trying to finish his cigarette before he did anything, but the man called out to Tsukune regardless. Ben almost jumped down instinctively to help Tsukune, but forced himself to stop, _HOLD ON REILLY!_ _This is for Tsukune's benefit, that seal can only suppress his abilities, it's up to him to control them...otherwise..._ Ben thought to when Tsukune was a full on ghoul and smacked his head a few times to get that memory out of his head.

Ben cringed when the man showed his true form to Tsukune, _Great, a Centipedia._ he thought, _I read about these things. Fucking gross._ "No use trying to run!" the man exclaimed to Tsukune, "Food is for eating. 'All you can eat' that's what they told me, that's why I took this job." _Monstrels, so they are back at it. Solid, now I have a grasp at the situation._

"You mean the monstrels put you up to this?" Tsukune shouted in realization. The monster was about to strike at Tsukune again, _Shit!_ Ben quickly shot a web line and was able to pull Tsukune back slightly causing him to only receive an injury to his leg. _Move!_ Ben then quickly changed location as to not be seen, _Come in Tsukune, learn your power or get pummeled, those are literally the only options right now!_

"Feed me a nice meal, and don't worry, I'm a polite guest. I don't like asking questions." the monster chuckled, "I know you feel me."

"What's that supposed to mean?" Tsukune asked while gripping his leg.

The monster frowned, "Don't give me that. You want to eat that girl, the feeling you have is driving you mad! In a way...you're just like me." he smiled. _NO! Don't believe him Tsukune, you're different!_ "You know I'm right Aono, you want to eat that girl. You and I...we're kindred spirits."

"Tsukune! What's going on?!" across the way Moka came running down. _WHAT THE FUCK?!? YUKARI, you had one job!_ Ben was practically pulling out his hair in frustration.

Tsukune's eyes widened in surprise, "Moka, get out of here! STAY AWAY!" the monster grinned and his backside reached all the way towards Moka and pulled her into his grasp, "MOKA!" _Fuck, fuck, fuck, fuck, FUUUUUUUUCK!!!_

"Hahahaha, we were just talking about you...or rather, the menu." the monster said as he ran his fingers along Moka's face, "Your boyfriend...wants to devour you."

Moka struggled in his grasp, "Ugh, phrasing!" she said as she elbowed the monster in the jaw. Ben fist pumped and cheered internally, _Atta girl, fuck him up!_

The monster wouldn't let go however, and gripped her face to show Tsukune, "Well, well, it's no surprise. Such an innocent face. But inside...he hungers. Sickening, isn't it?" Moka stared at Tsukune with a worried expression.

"Shut up! You and I are not the same!" Tsukune shouted. In retaliation the monster recoiled his "hands" quickly and cut Moka all along her body. _Fuck this, I'm intervening._

Blood sprayed from Moka and flicked onto Tsukune, "Look at all this blood, it makes you wanna--UGGHH!" he was socked across his jaw by Ben who jumped down and grabbed Moka.

"Sorry for not showing up earlier...I had to see something." Ben apologized as he held the vampire in his arms. Turning around he saw the blood had...awakened something in Tsukune. It was something he'd seen before, it was his vampiric form only this time Moka's blood didn't need to be injected in him. As Tsukune powered up his seal glowed and his eyes glowed red. Then in an instant he sent a destructive uppercut to the monster, putting him out of commission in an instant.

Tsukune took a deep breath and stared at Ben. He approached him when he saw Moka in his arms. Tsukune reached out for her and Ben headbutted him, knocking him to the ground. "Hey," Ben called as he kicked Tsukune in the shoe, "shit I knocked him out. He must have been coming out of it when I hit him." Ben looked around in slight worry. "Hey! You saw that right!?" he called out to the Exorcist who thought he was hiding in the trees, "I thought he was gonna like...you know, bite her. It was self defense if you think about it, I mean, my Spider Sense was blaring and..." Ben sighed and grabbed Tsukune by his arm and began to drag him off with Moka, "Sorry about that!"

The Exorcist smiled as he took Hyakushiki with him, "Well done. That worked out better than expected."

oOoOoOoOoOoOoOoOo

When Moka came to she realized she wawas being carried by Tsukune and Ben was walking next to them. They were on the pathway that led back to the dorms, "Huh? Wha--Tsukune? What happened?"

"Honestly...I have no idea. When I came to, Ben was dragging me and carrying you." Tsukune smiled, "You don't seem badly injured...I'm glad."

"Tsukune..." Moka said in a soft tone, "I must be heavy. You can put me down, I'll be fine, really!"

"You aren't heavy Moka, Tsukune is the heavy one." Ben mentioned, "Talk about a deadweight...er, in the best way possible of course." Ben chuckled.

"Moka, have you been avoiding me?" Tsukune asked, "Is it...because I touched your leg? Or...because I've been acting weird?"

Moka sighed and avoided eye contact, "It isn't you." she ran up and gave Tsukune a hug, "It's not you, it's me who's been weird. I've been crazy because I really want to drink your blood." hearing this made Tsukune perk up slightly, "I can't help it! I get near you and this overwhelming urge comes over me. It seems to hit me once a month."

Ben stifled a chuckle, "Note to self, vampires try to gain blood once a month rather than lose it."

"You were just so happy that the scar on your neck was gone, I didn't want to hurt you anymore!" Moka smiled, "I never wanted to avoid you.

Tsukune turned around and smiled, "It's okay Moka, you can drink my blood." Moka tried to protest but Tsukune kept egging her on, "Really, it's fine. Besides, we can't have you get all anemic and pass out again." the three laughed as Moka accepted when realization hit Ben.

"Wait..." he said with a frown, "You're telling me that her fainting was her fault because she didn't have any blood in a while?" Ben reached into his back pocket and pulled out the fan he created, "I thought Tsukune was at fault, but it turns out...it was you're own incompetence for avoiding blood so much you got anemic and passed out! You're a vampire dammit!"

"Ben, wait, what are you doing?" Moka asked with a worried expression. Ben dashed forward and began to send a barrage of swipes from the fan at Moka's head.

"You complete and utter fool! You are supposed to be the smart one, why. Would. You. Do. That!" Ben shouted as he hit her head with the fan.

"I'm sorry, I'm sorry!" **_Yes! Thank you Ben for realizing her foolishness!_** "Not helping!"

"And you!" Ben pointed to Tsukune, "You heard 'anemic' and knew it must have been because she hadn't drank any blood recently, you just said that now!"

"W-Well at the time, I was worried that I guess it just slipped my--WOAH!" Ben pulled Tsukune by web and placed him in a headlock, he then proceeded to rub his knuckles against Tsukune's head.

"You fucking IDIOT!!"

oOoOoOoOoOoOoOoOo

When the punishment was over, Ben, Tsukune and Moka walked back to the dorms with Ben's arms around their shoulders, "Isn't this great guys!" the two groaned from their punishment.

Ben and Tsukune made sure that Moka got back to her dorm safely, "See you tomorrow Moka." the two said as they walked back. "Hey, Ben."

"What's up?" Ben replied.

"Do the girls look...pissed?"

Ben looked around and saw a large group of female students with signs and posters, all of which, according to Tsukune, were words of disapproval or condemnation of Ben Reilly, "What did I do?" Ben asked.

"You know what you did heathen!" one of the girls shouted out, "You broke poor senpai Keito's heart and now it is up to us to make you see the error of your ways!"

"Yeah! From this point on if we catch you on the premise of the girls dorms you will be met with scorn and insults!" another added.

"Oh my god, you guys are--Wait? You aren't gonna attack me?" Ben asked.

"What, no!" one of the girls shouted.

"Are you stupid? We wouldn't do something illegal!" another said.

"Oh...What if...what if I give a very sincere apology?" Ben asked, he wasn't sure what response he'd get but it was worth a shot.

The girls huddled together and began to converse about the idea. After about fiver minutes they turned around, "We'll allow it. If..."

"If?" Ben asked.

"Kurumu stepped forward with a cheeky grin, "If you dress up as a maid one day during the festival!"

"Tsukune, let's go." Tsukune began walking away and as soon as he was far enough ahead Ben pulled Kurumu towards him, "Fine." he whispered and walked off with the girls laughing behind him.

"I should still make her cookies or something." Ben said with a frown, "Man, I feel like a real asshat."

 **To be continued...**

 **A/N: Less than 3 mangas left, that's like...13 chapters? And if you haven't, please, go read my other story because there are some important plot things at the end that, if you didn't want to get spoiled, will be heavily referenced in my next chapter.**

 **We're heading into the school festival arc guys, Tsukune is getting strong and Ben cracking jokes. Okay, I don't have much to say so...review, follow. Okay, see ya!**


	24. Jet Set Cardio

**Jet Set Cardio**

Problems. Problems always seem to arise when one expects it the least. That's why a particular problem with the Newspaper Club was very unexpected. Sometime late at night, with the festival just around the corner, papers were placed all along different walls surrounding the academy and the headline was tagged in spray paint: "Festival Forecast: Rain of Blood." How will the events brought on by this act of aggression play out? Let's find out.

oOoOoOoOoOoOoOoOo

 **The Next Day...**

Moka smiled as she ate lunch with the rest of her friends sans Ben who was missing for some reason. She was so happy she seemed to be a beacon for her friends, no literally, she was glowing. "What's up with you?" Kurumu asked, "You seem overly cheerful today...it's kinda annoying." Kurumu took a bite of her food and watched Moka intently.

Moka looked up from her food and blinked a few time, "I do?"

"Yeah!" Yukari added, "You look like you're glowing!" In contrast to Moka, Tsukune looked like death was looming over his shoulder. "You, on the other hand, look like shit. Pale, lifeless, tired. You look like Ben when he overdosed on his anxiety meds."

"Woah, not cool Yukari." Kurumu said, "I mean, it's true but...too soon."

Moka nervously chuckled and moved closer to Tsukune, holding her hand in front of her mouth so that the others couldn't hear, "Are you feeling under the weather?" she asked with a whisper, "Maybe it's just my imagination, but your blood tasted a little...off."

"What do you mean?" Tsukune said trying to shake off suspicion, "There's nothing wrong with me!" he gave a nervous smile, bit he wasn't convincing Moka.

Kurumu smiled acting like everything was fine, "Hm? Blood?" she asked as her smile became sinister and she tackled Moka causing the two to fight, "Dammit Moka, you drank Tsukune's blood again!" _It's how they show each other they care._ Tsukune mentally told himself.

oOoOoOoOoOoOoOoOo

Of course, after classes was the typical meeting with the Newspaper Club. Tsukune had to quickly excuse himself before the start though to wash his face. Though, really he was just feeling a little warm and the cool water on his face felt good. He turned off the faucet in the bathroom and leaned against the sink and wiped down his face. "My blood tastes different?" he repeated Moka's words. Tsukune looked up and had to admit he was looking paler than usual. _Could this be because of the changes I'm going through?_ he thought _, Whenever I think of Moka...I crave the taste of her blood. She's off limits but..._ flashes of Ben ran through his head. Glimpses Tsukune didn't remember, but it looked like it was a memory that was around the time he transformed into a ghoul. He shook his head and slapped his face a few times, _Get your act together Tsukune! Those are your friends...you can't even think about eating them._ He hung his head and rubbed his temples, "I can't keep going on like this," he sighed, "I need to see that Exorcist again. Hopefully things will stay peaceful until then."

Unknown to Tsukune, around the corner, someone was listening in on his worries. The man around the corner smirked and quickly left the bathroom before being detected.

oOoOoOoOoOoOoOoOo

In the club room, Gin rushed in and slammed a paper on the desk, "Attention guys, this is bad, REAL bad!" he was practically sweating bullets.

"Oh hey Gin!" Kurumu exclaimed, "Man, it's like we haven't seen you since are trip to the human world."

"He's alive?And...not getting his ass kicked by a bunch of girls?" Yukari added with a chuckle.

Gin flinched in frustration, who could forget about him?! Furthermore, he was pissed, "Dammit, just read the fucking paper!"

"Festival Forecast: Rain of Blood." Mizore read, scaring the group who didn't realize she was even there, "On October 29th we will rise in protest against the school festival. Unless the academy calls off all preparations immediately...rivers of blood will flow." Mizore finished reading and stood up to hand the paper back, "Huh, so you guys are terrorists now? Wonder how Ben feels about that, that's like...totally against what he stands for right?"

"Shuddup idiot!" Kurumu yelled as she grabbed the paper and slapped Mizore on the top of her head with it, "It's not even our paper!"

Mizore looked at Kurumu and then back to the paper, "...But it says 'Yokai Times' right on it." she replied with a dry expression.

Kurumu stared with wide eyes, "I don't remember this? When did this happen?"

Gin rubbed his temples in frustration, "My God, they're fakes you moron!" Gin stole the paper from the girls and held it up, "These are scattered all over the school ground with some sicko graffiti next to them."

Moka tilted her head in confusion, "Wait, so who wanted to make a fake paper?"

Gin sighed, "Only ones I can think of are the anti-schoolers." the girls looked at Gin in confusion, "Let me elaborate, anti-schoolers, much like their name suggests, despise the school and everything it stands for. Those creeps would want nothing more than to stop the school's teachings of coexistence and try to make it so monsters returned to their old predatory ways." the girls gave questioning glances to each other, none of that was good, "And, in case you forgot about what humans have turned into the last sixty years, this is bad for both sides. It would mean war of the worlds...and as things stand, I believe monsters would cease to exist." Gin stopped to fix his hair, "They're trying to damage the school's entire reputation by framing our news club and getting the administration to abolish our club, or worse...expel us."

"No way!" Moka yelled. **_So, more pests to deal with. *sigh* No matter, I'll take all of them on at once._** "Shut it. Don't say things like that."

Gin looked around and realized something was off, "Wait...where's Tsukune and Ben?"

"Tsukune is in the restroom and Ben is...busy." Moka said while rubbing the back of her head nervously.

oOoOoOoOoOoOoOoOo

 **Ben**

oOoOoOoOoOoOoOoOo

Ben walked through the student store and grabbed ingredients off the shelf to bake sugar cookies, " _Some nights I stay up, cashing my bad luck. Some nights I call it a draw..._ " he sang. He brought the items to the counter and nearly fell backward when he saw Ruby was working the till, "Whoa, Ruby, what the fuck?"

Ruby cupped her cheeks and blushed, "Oh, you see, it's a terribly long story."

Ben blinked a few times and shrugged, "Yeah, I guess. More like a section of a larger work, but, eh." Ben reached into his pocket and pulled out his cash, "Okay, I'll...see you around." he said pointing finger guns.

"Bye now." Ruby waved with a smile.

oOoOoOoOoOoOoOoOo

Ben returned to his dorm and began to mix the ingredients. "Eggs, flour, powdered sugar, pinch salt, orange zest, butter. _Mix that shit around and what do you got? Bibidi bobidi boom_!" he made little designs for the cookies and threw them into the oven. Ben took this time to do some cleaning and write some form of apology. _Man, I am such an asshat._ he thought, _Maybe..._ he began writing something down and decided it was probably the best thing he was gonna think of in the morning.

The oven went off and Ben took out the cookies, "Peter has made these with Aunt May maybe a thousand times since he was a kid, I think I have enough memory and confidence that they'll be okay." But just to be safe Ben threw the oranges in a basket with the cookies. Ben rubbed the sweat off his brow, nodded and went off to the girls dorm to apologize, the only reason he knew she was there was because, apparently, she hadn't left for school today.

oOoOoOoOoOoOoOoOo

Keito heard a knocking at the door. She decided to ignore it because she didn't want to deal with anything right now, the constant questions were really annoying. More knocking was at her door and she swore if it was another girl asking her about how she was feeling about being turned down, she was probably going to choke someone with webbing. Keito opened the door to see Ben wearing his torn, burnt, and holey hoodie with a keyboard and a basket with cookies and oranges. Keito would be sad, but...she kinda wanted to see where he was going with this. Ben bowed, "Greetings senpai!" Keito nearly fell backward, Ben saying something like that was so different she wasn't sure how to respond, "I am very, very, very sorry. Please, accept my apology!" With Keito not saying anything, Ben moved to the keyboard and began to play.

 ** _To the tune of: Just A Friend--Biz Markie_**

 _"You...can do better than meeee! You see I'm just an ass, oh yeah I'm just an ass._

 _Oh Keito, youuuu, can do better than meee! Truth is you're pretty hot, hell you can have any guy you want._

 _Youuu, can do better than meee! Please accept my apology, I don't really know Biz Markie."_ Ben looked up from playing to see Keito covering her face and turning away, it looked as though she was crying. _Oh fuck me, I can't do anything right._

"Ha!" Keito let out a laugh and then continued, "Hahahahaha-ah-hahahaha. What the hell are you saying? I can't understand english, dumbass!" Ben slammed his head against the keyboard, once again, the language barrier as defeated him. "All I got from that was that you were trying to apologize...and that you're a terrible singer."

"To be fair, so's the guy that actually sang the song." Ben defended. Ben handed Keito the basket of cookies and oranges and got on his hands and knees and began to grovel and apologize profusely, "Please, I didn't mean to make you cry...I never meant to hurt you. Can you forgive me?"

Keito picked up the basket and took a bite out of a cookie, she chuckled because they had cute designs of Ben's logo on them. "Mmm. I'll think about it." she smiled, winked and closed the door.

Ben stood up and popped his neck a few times, _Well, not necessarily the answer I was hoping, but as long as she knows I was really trying to apologize I guess things will be fine._ Ben thought as he began to leave the girls dorms, _Man my suit is fucking destroyed, it's a god damned crop top at this point!_ As Ben was leaving he heard weird sounds, like something spraying out of a can, such as spray paint or glass cleaner. When Ben rounded the corner he was displeased to see it was from the former, "Hey!" he called out to get the guy's attention. The man turned to face Ben.

The man had a black hat on that covered bus shoulder length black hair, a jacket that was blue in the torso and black on the arms, a yellow t-shirt with a design on it, mess jeans and what looked to be rollerblades on his feet. The man smirked and turned to leave when Ben shot a web line at his arm, "Yeah, no. Why don't we chat?" the monster tilted his hat down, clearly he was trying to hide his face. He then lifted his leg up and cut the webbing with his rollerblade, "So...the rollerblade is an actual blade, huh? Cool trick. Hey, do you play hockey? Can you open a champagne bottle with you rollerblades?" the man turned around and began to blade away at high speeds, "Hey, asshole! I was trying to ask you a question!" Ben took off after the monster as he sped through the walkway that led from the dorms to the school. Ben had started swinging and his speed was more than enough to keep up with the man.

The mysterious tagger turned around and bladed backwards and smirked at the sight of Ben, "Well...they said you were good, I didn't think you'd be able to keep up with me." he smirked.

"Oh, you can talk!" Ben exclaimed as he shot another web line at a tree, "That's good, I was worried that I was gonna have to give you a girly voice so I could have a good laugh at a one way conversation."

The monster looked back and saw the trees were ending and Ben would have to chase him on foot, "Give up loser, unless you got jets in your legs you'll have no chance of catching me outside of the forested area!" _Pfft. Bet._ The very second Ben ran out of swinging room and was forced to run, he found himself losing more and more distance from the graffitier _, Shit, alright, time to really step it up!_ Ben dashed as fast as he could and began to gain distance, but once the blader rounded a corner and Ben followed, he disappeared.

"What?" Ben asked, "Where the? How?" Ben looked around the area, but still couldn't find a trace of the monster. All that could be found was a Yokai Times paper on the ground, "This isn't our paper, it's a good fake but..." Ben flipped the front page around, "the ink is wrong...and my spider logo isn't on here. It's pretty good to the untrained eye though. Only reason someone would have fakes would be to defame us or someone close to us." he said with a hum, "BUT, I can't read this gibberish at all, so I'ma have to wait until I find Tsukune or Moka."

"Ben Reilly." Ben turned around to see several large men in black suits and shades grouping up around him. Ben was trying to stay cautious, but surprisingly his Spider Sense wasn't ringing. "We'd like you to come with us, if you would be so kind."

"Woah, so stern." Ben said with a chuckle, "Hey, why are you guys after me? Shouldn't you be looking for Mr. Andersen." he said the last part with a deeper voice, "Or perhaps you're searching for aliens? I know of a few and I would greatly appreciate if you would-" Ben stopped talking when several of them pulled out blades and held them near his neck, "Woah, not the joking type, huh? Damn."

oOoOoOoOoOoOoOoOo

 **Tsukune**

oOoOoOoOoOoOoOoOo

Tsukune took a step out of the bathroom and was immediately met with swords at his throat by weird guys in dark coats and shades, "Hey fellas." Tsukune gulped, _Quick Tsukune think, what would Ben do?_ "Um...hate to break it to you, but cosplaying as agents from the Matrix hasn't been popular since the early 2000's." _AH! Why did I say that? Now they're gonna think I'm making fun of them! Dammit, why did I use Ben as an example!?_

"Tsukune Aono." one of the men spoke up, he then reached into his pocket and pulled up a paper that had the Yokai Times name on it, "You're responsible for this paper are you not? Consequently, for threatening the academy and on suspicion of being a member of the anti-schoolers, you are under arrest."

Tsukune grabbed the paper and searched through it and saw everything in there was false, "Wait! W-We didn't publish this!" he pleaded.

"Save it! You can come with us." the men grabbed Tsukune and began to take him away. Not far behind them was Gin who grimaced.

"Dammit. They got one of us."

oOoOoOoOoOoOoOoOo

The men had brought Tsukune to a large open room, it looked like an entrance to a mansion or something, complete with a grand stairway. The men walked Tsukune up the stairs and led him down a long hallway, "Um...do you mind if I ask where it is you're taking me?" Tsukune asked with a nervous smile.

"Shut up and walk." one of the men replied, "The Headmaster would like a conference with you...personally."

 _H-Headmaster?_ Tsukune thought. His heart had sunk into his stomach, _The head monster at this school? That Headmaster? What would her want with me?_ The man had opened the door at the end of the hall and entered into a dimly lit room, "Excuse me sir, I have brought you Tsukune Aono." the man bowed, turned and then walked away. The door slammed behind Tsukune and he felt a massive chill tingle down his spine.

"Please, be at ease Mr. Aono." the Headmaster turned around in his chair to face the hidden human. Tsukune damn near fainted when he saw who it was, "I am the headmaster at the academy." the man ssid with a smile.

Tsukune's jaw dropped, he couldn't believe it, "Wait...THE EXORCIST?!"

"How have you been?" the Headmaster asked. There was a knock at the door, "Bring him in." the Headmaster replied. _Seems he's expecting someone other than me._ Tsukune thought.

"Ayy, let go of me dude!" it was Ben, Tsukune nearly jumped out of his seat out of joy. The door closed behind them and Ben wiped off his hoodie, "Damn dude kept touching me in weird places, even after I warned him not to he still touched my shoulder blades. Bruh doesn't know what mess he would cause by touching my shoulder blades, these candles, would be out by the liquid produced." Ben saw Tsukune and laughed, "Um...that was a joke, don't worry, I'm not a perv or something." he then looked up to see the Exorcist, "OH SHIT! The Exorcist was the headmaster the whole time? What kind of M. Knight Shyamalan twist is this?"

"Please, sit." the Headmaster gestured. Ben shrugged his shoulders and crouched on the seat gestured to him. The Headmaster stood up and faced the window, his hands behind his back he took a deep breath, "Expulsion." he said finally.

"What?" Tsukune had jumped out of his seat at the word in complete shock. Ben, on the other hand, just sat completely still unperturbed by what the Headmaster said.

"That is what I have called the two of you here for." the Headmaster stated. Ben cocked an eyebrow but he didn't say anything, "Effective today, the two of you are to leave the school."

"What?" Tsukune asked. He wasn't sure what to make of the situation, he didn't do anything wrong after all, "Why are you expelling us? We didn't even have anything to do with that newspaper!"

"Forget the paper Tsukune, the anti-schoolers are getting unruly." the Headmaster stated essentially throwing Tsukune's words away, "We have been having a particularly difficult time apprehending that graffiti demon. He's making a mockery of our efforts to catch him. If this keeps up, the rest of the student body will lose respect to our authority."

"Wha-" Tsukune couldn't believe what he was hearing.

"He's scapegoating us, Tsukune." Ben said after being quite for so long. He seemed different though, he wasn't trying to joke around he looked down. Last time Tsukune noticed that was when Ben was taking his medication and, apparently, a demon had been manipulating his subconscious. Then, Tsukune thought he saw something in Ben, it looked like a tear was forming. Not out of pain, but sadness. _Is this getting to him?_ Tsukune thought.

oOoOoOoOoOoOoOoOo

 **Ben**

oOoOoOoOoOoOoOoOo

Ben crouched in the chair listening to the Headmaster speak. As soon as he heard they were expelled he was certain as to what was going on. He knew that the school would use him for something like this, Tsukune however...he was a different story. _I suppose enough stories go around about the trouble he causes. But why would the Headmaster expel him if he wanted his abilities to grow._ Ben thought. _Whatever, it's not my prob--_ Ben's thought process stopped as he noticed nobody was moving in the dimly lit room and no sound was coming. "Oh. One of these now?" Ben stood up from his seat and walked to the door, upon opening it he was met with a dark corridor with a red light at the center. Ben sighed and to just get or over with, jogged to the center.

"Hi, I'm here, what's up?" he asked as he approached Madame Webs chair.

"Web called us here because she wanted us to see something." A mysterious voice said. The person the voice belonged to stepped into the light revealing Kaine his hair...long, but still groomed and a five o'clock shadow forming on his face, "Hey asshole, long time no see." he gave a slight smirk.

 **Ah, you both are here.** Web mentioned with a sigh, **I called you here because there is...an important event that has occured recently, and you two should see it.** Web waved her hands up and a web strand began projecting an image. It was of Peter. He was in an intense battle, the two didn't get the context, but Peter was pissed. There was destruction, monsters, and finally Peter being impaled to the ground with a sword before being shot in the gut at point blank with a shot gun. Ben stared wide eyed at the events that transpired, _What the fuck?_ he thought in disbelief. Madame Web sighed, **It...never gets any easier.** Web left the image of Peter's motionless body up to let the truth...sink in.

Ben couldn't believe what he had witnessed, it didn't seem possible. Spider-Man doesn't die, it may seem like he's gone, but he always gets up and fights again. **Do you see** **child, this is what you needed to see, so that you could be prepared.**

"So...what? You're trying to hurt me now? I just got out of my psychotic meltdowns and now you want me to mourn?" Ben said while wiping his tears.

"So what?" Kaine scoffed, "We just go on as we normally do. We don't need a Spider-Man anyways, there's the two of us."

Ben couldn't believe what he was hearing, _We don't need Spider-Man? Everyone needs Spider-Man! That's the point, he's the hero of the people because he understands the little guy._ "Screw you Kaine!" Ben yelled. He was quiet for some time like he was in deep throught, _Peter used to say that anyone could have been bitten by the spider that day, so Spider-Man had to be a hero for everyone because he could be anyone._ "Spider-Man isn't just some person. Anybody could have been him."

"What's your point Reilly?" Kaine asked, slightly annoyed.

"My point...assface, is that Spider-Man doesn't die...and I'll make sure of that."

"What? You gonna make a new suit and 'take over' while Parker is lying in a ditch six feet under in a different world." Ben stayed silent, "That's what I thought. You don't even know what to do, you're just talk. Same old Ben, nothing has changed."

Ben clenched his fists in anger and turned around to walk away, _I...I don't know if I could._

oOoOoOoOoOoOoOoOo

 **9 Months Earlier...**

Ben sat on a ledge overlooking the city, it was the same spot he and Peter would meet at every day around the same time to eat pizza together. "Yo!" Spidey greeted as he pulled out a fresh pizza, "Your favorite, double Pepperoni."

Ben chuckled, "That's kinda a weird thing to say, considering I'm a clone." The two grabbed slices of pizza and began to dig in the cheese stretching and breaking off the pie.

"I think you are too harsh on yourself Ben. I mean, just because you're a clone doesn't mean you can't be yourself." Peter folded his slice of pizza in half and took a massive bite out of it, "God, I could eat this pizza for the rest of my life. But then I'd get faaaaaaat." he chuckled. "You know, I've been thinking lately."

"About MJ? Don't worry, I'm sure it'll work out fine. She totally wants you dude." Ben said while patting Peter on his back (and secretly wiping the grease off on his suit).

"No, not that. I was thinking about what the city would be like if I wasn't here, or if I were hurt for an indefinite period of time."

"Woah, don't be going emo on me now, 2004 was like 13 years ago." Ben replied with a chuckle.

"No, I'm serious." Peter replied, "If I was gone, someone would have to step up and do what I do. I mean, on that day, anyone could have been bitten by the spider...so that means anyone could have been Spider-Man. That being said, if I were gone, anyone could step up and be 'the next Spider-Man'."

"Yeah, I guess that makes sense." Ben replied while scratching his head.

"I think...I think that person would be you, Ben."

Ben nearly choked on his pizza, "What?"

"If something were to happen to me, I believe the next person to stand up, to be the 'next Spider-Man' would be you...no...it would have to be you." Ben's heart was racing, he had never had this overwhelming sense of nervousness come over him before, "Ben, promise me...don't let what I stand for die out if I'm gone. Be...be better than me."

oOoOoOoOoOoOoOoOo

 **Present...**

He couldn't give an answer then, and honestly he isn't sure if he could give an answer now, but he felt...he felt he had to say something, "Maybe I will." Ben walked out through the dark corridor again and ended up back in his seat. Time resumed and the Headmaster and Tsukune were in the middle of their conversation again. The Headmaster had said something and Ben pointed out how the Headmaster planned on using then as scapegoats so they can keep their authority. _I...I don't really wanna deal with this right now._

The Headmaster glanced over to Tsukune's wrist, "Tell me Tsukune," he asked, "how's that 'Holy Lock' I placed on you holding up? The incomplete seal must be giving you some trouble--Ah. I see, so it is already cracking."

"C-Cracking?!" Tsukune asked with worry.

"Well, you see it wasn't designed for you, so when your energy spikes the lock can't suppress all your power and the seal is momentarily compromised. And every time that happens the lock cracks a little bit more. When the lock breaks...you'll die. If you value you're existence, you must leave the academy now."

"Leave? No, I can't do that. My friends are here!" Tsukune defended.

"Friends? Are you mad?" the Headmaster chuckled, "It's your friends destroying you. It's time you opened your eyes." some time after than Tsukune had left, but Ben chose to stay back a little longer.

"I know what you're doing," Ben said bluntly, "and I think it's dumb. You aren't expelling us, you want something to happen, you want Tsukune to control his ability. Your method may end up being effective in the end, but it makes you out to be kind of an ass." Ben then also left.

oOoOoOoOoOoOoOoOo

Ben walked out of the Headmaster's office and walked to the vending machine. He bought himself a water and downed it like it was nothing. _This is...difficult._ Ben was trying to suppress sobs that he knew was gonna come out at anytime, "BEN!" Ben looked to his left and saw Moka running up to him, "Ben, Tsukune is acting weird, what happened to him?"

Ben sighed, "Tsukune," he bought another water and downed that one as well before answering, "Was expelled." Moka's eye's widened in disbelief, "Moka...I'd stick by him. I think he may be in trouble."

"How do you know?" Moka asked.

Ben looked behind Moka and saw the man he had seen earlier that day watching them, "Call it a hunch." Moka ran off, she had to find Tsukune.

"Well, we're all alone now." Ben said to the monster, "Graffiti demon." _Whatever pain I'm feeling right now, I need to put it off until I take this guy down._

The monster smirked, "What, you think you're gonna beat me up now that you know what I am? Face it, you're little club is finished. And after we're finished with you and Aono, we're gonna take out the rest of you starting with that cute vampire girl." Ben clenched his fists in anger.

"Look, I'm gonna be honest, I'm not really in the mood for your idle threats right now." Ben said trying to avoid eye contact, "But you threatening my friends because you're pissed at me...that won't fly."

The monster laughed, "You'll have to catch me first, loser!" he dashed off and Ben ran after him.

oOoOoOoOoOoOoOoOo

 **Tsukune**

oOoOoOoOoOoOoOoOo

Tsukune was trying to mind his own business, emphasis on trying, but Moka had come up to him and asked what was wrong, then when he tried to spare her the truth he was confronted by the graffiti demon himself. The two were on top of the school roof...because of course that's where things ended up.

"I don't understand," Tsukune said, "What do you want with me? What have I done to you?"

The monster laughed, "Please, our organization is a secret, but..." he smiled, "we still owe you for what you did to Mido."

"No." Tsukune said in realization, "The anti-schoolers are monstrels?!" Before he could say anything else he felt his whole body get cut up. Turns out the rollerblading demon has literal blades on his feet, _Go figure._ Tsukune thought as he leaned against the side of the roof.

"Congratulations for figuring out everything," the monster said before he went for a devastating kick, "before you died!"

"WAIT!" the monster stopped right before he stabbed Tsukune through the chest, "What you've done, you've already gotten Tsukune expelled...just please, leave him alone!" The monster smiled with intrigue.

"What? Moka, how did you find out?" Tsukune asked still seething in pain from his cuts.

"I'm sorry, you were acting weird and I just happened to run into Ben. He told me everything and...well...I won't except it." she smiled, "I don't care if you're expelled I won't say goodbye, not after everything that's happened!" tears dripped down her face, "If you go back to the human world, then I'll follow you." Tsukune's heart skipped a beat.

"Haha," the monster laughed, "My god, that's convenient. Just like it is convenient that you showed up because...we planned in destroying your whole club, my brother should be taking care of your spider friend tight now." _What? No!_ The monster began running towards Moka on his blades at full force. _NO! YOU CAN'T HURT HER!_ The monster looked back to see Tsukune trying to run after him, "Yeah right, you'll never catch my speed!"

"No." Tsukune said in defeat as the monster dashed ahead of him, "No, I won't let you hurt Moka!!!" Tsukune's wrist with the lock began to glow and in an instant he appeared in front of the monster.

"Woah, wait--what?" the minster couldn't comprehend what happened because the next thing he knew he had his face caved in by Tsukune's fist and was launched across the rooftop. _I did it._ Tsukune thought, _I drew out the vampire power at will!_

Slow clapping was heard and behind Tsukune and Moka stood the Headmaster, "Well done Tsukune, very impressive. You're determination to save your friends, your lack of fear kept your unstable powers in check." the Headmaster laughed, "And it seems Mr. Reilly is about done as well."

The other Graffiti Demon, the brother, raced up the wall to the rooftop with Ben hot on his tail, "Dammit, piss off!" the monster yelled in frustration.

"Fuck this." Ben said to himself and he shot a web line at Moka's rosary and pulled. The cross came off and her 'Inner' form stood and held her arm out for a clothesline, but the Graffiti Demon stopped.

"Nice try bitch, but you didn't think you'd actually get me did you?" the monster asked with a chuckle.

"No, but your dumbass took your eye off the one following you." Moka smirked. The monster turned around and when he did he was met with a superman punch so powerful it knocked him out in one strike. The monster's body went limp and Ben caught him before he fell off the roof.

"Dick." Ben stated before throwing him to where his brother was. Ben sighed, "So what did I miss?"

The Headmaster chuckled, "Well you see, I need Tsukune to help with something. It seems the school festival is a little understaffed. So, I propose, to you Tsukune, help us out and you get to stay."

Tsukune looked at Moka who didn't say anything and to Ben who just seemed to be in his own world. "Yeah, I'll do it. If it means helping my friends, I'll do anything." Tsukune said with determination.

The Headmaster, upon hearing the good news, left with his assistants. "Ben, are you okay?" Moka asked, "You're not...you know?"

Ben sighed and put on a cheery expression, "You guys want something to eat? Come on, get everyone, I'll cook. Especially you," he said pointing to Moka, "this whole anti-social schtick you do...eh. I'm forcing you to come."

"Great." Moka said while rolling her eyes.

oOoOoOoOoOoOoOoOo

Moka, Yukari, Tsukune, Kurumu and even Mizore all sat at a small table that Ben had in had set up in his room as he cooked food in his kitchenette. Ben came out and took a seat and took a deep breath, "So..." Kurumu started, "what's the occasion?"

Ben clicked his tongue and began to chuckle, but it wasn't a happy chuckle it seemed quite forced, "So, I don't know if I've mentioned this but my birthday...well, let's not say birthday because that implies I was born from a womb, when in fact I was made in a tube. Let's say creation, anyways, my creation day is tomorrow and I-" he stopped to wheeze out laughter, "I anticipated it to be a happy occasion but guess what!" Ben ran to the kitchen and brought back a large bottle of what appeared to be alcohol.

"Ben..." Moka said, "What are you doing?"

"Oh," Ben popped the cork off with his fingers, "I planned on having a good time! So let's have a good time!" Ben put the bottle to his mouth and began to drink, "None for you guys though, I'm not about to peer pressure anyone."

"Ben, you're scaring us." Yukari sated.

"BOTTLE FLIP! WOO!" Ben began to laugh again, "You know the worst part about my powers? My metabolism is so fast that the alcohol doesn't have a chance to go into my blood, hahaha, I can't get drunk which means I can't drink my woes away!" the oven dinged and Ben took out the food. "Alright, I made twice as much, so eat as much as you want!" Ben had made two pots worth of mac and cheese.

"Ben...what's really going on?" Tsukune asked.

Ben dropped his fork and slammed the table scaring everybody, "Oh, woops, that was a little hard. Haha...You ever think that everything will be perfectly fine, and then the fucking rug gets pulled from underneath you?" Tsukune nodded, "Well of course you do. Now imagine that when you fall backwards it's right onto a bed of poison tipped spikes and the devil decided to FUCK YOU!"

"What are you talking about?" Moka asked.

Ben's psuedo-laughter stopped as it turned to him holding his face, trying to hide his emotions, "Well, it turns out that today WAS supposed to be fun...but evidently life had other plans." Ben moved his hand so his friends could see his face, his eyes were red and tears dripped down his cheeks, "Turns out my brother died," his friends gasped, Kurumu, Tsukune and Yukari had expressions of horror and Mizore had a sympathetic expression. Moka looked like she had a blank face, but deep down Ben knew she was empathetic. "Now I don't know what to do." Ben slammed his head against the table, "Truth is...I think I'm gonna be out of classes for the next few days, to mourn." the others were silent, the revelation of something so terrible happening to Ben after...well other things were kinda hard to bear.

His friends thanked him for the meal and wished him luck for his emotional recovery. The last to leave was Moka, "Ben, I may not be able to relate...but I have sisters, three of them. Even though we may fight at times I still can't imagine what it'd be like to lose either of them." Moka placed her hand on Ben's shoulder, "Good luck. With everything."

Ben closed his door and looked over to his nightstand where the picture of him, Peter and Deadpool stood, "I need to think."

 **To be ccontinued...**


	25. Coexistence Part 1

**Disclaimer: Not gonna lie, I'm gonna kinda speed through the next 3 chapters of the manga because it's a lot of nothing...like, for Ben. So if you wanna read the chapters of the manga go to Mangadex and search Rosario Vampire. The chapters are 29-31. But seriously, while you're there, check out the manga itself if you haven't read it yet.**

 **Coexistence: Part 1**

oOoOoOoOoOoOoOoOoOo

 **Tsukune**

oOoOoOoOoOoOoOoOoOo

New Day. Tsukune thought as he walked down a path he had not taken before. The path diverged from the usual way to school, he had always seen it, but he thought it may lead to a storage shed or something. Instead the pathway, dark and ominous as it was, led him to the student council building. "So, that's it, huh?" Tsukune said as he looked on at a medium sized building that kinda looked like it would be an appartment complex. _From here on, I'll be helping the festival committee._ As per his deal with the Headmaster, Tsukune could continue to attend Yokai as long as he assisted the Festival Committee at the Student Council. _I don't wanna be expelled. And I wanna stay with Moka and my friends. But..._ Tsukune took a hard look at the building and already felt shivers, _student council at a school like this it's gotta be super weird._

"Tsukune?" a male voice called out that nearly made Tsukune jump out of his skin. Tsukune turned around to see a rather tall man standing in front of him, his looks...resembled that of Yu Narukami from Persona 4 just with slightly longer hair and brown instead of silver. Even the jacket the man wore looked like Yu's blazer but zipped up, he also wore squared off glasses. "You are the freshman president from class 3 right?" the man asked. Tsukune gulped and nodded the man smiled and patted Tsukune on his shoulder, "The teachers are always singing your praises. You are joining the festival committee right?" again Tsukune nodded, "That's great! Welcome aboard. If you would please, follow me." _This guy doesn't seem so bad._ Tsukune thought.

oOoOoOoOoOoOoOoOo

 **Meanwhile...**

The others of the Newspaper club were on their own. It seems that without Tsukune and Ben things became quite boring, no one to crack jokes, no one to fawn over, it was just...girl talk. "Wait, so you mean he has to be with the Festival Committee now?" Kurumu asked in surprise, "That's just great!" Kurumu shouted, throwing her hands in the air out of frustration, "First Ben is out of commission to mourn and now Tsukune is gone too? You guys realize our workload has doubled now because of the festival coming up?!"

Moka rubbed her hands nervously causing Gin, Yukari and Kurumu to pay attention as it seemed she had something to say, "It was...headmasters orders. If he didn't help, he'd be facing expulsion plus..." Moka looked down with a saddened face, the others took notice and became worried for their friend, "he's going through a tough time, trying to control the vampiric blood in him. And I have...I have this feeling at the base of my skull, I think something bad is gonna happen."

Kurumu growled in annoyance, "This isn't fair! He can't just take Tsukune away, I'm gonna go give that Headmaster a piece of my mind!" Kurumu shouted as she walked out the door.

"I'm afraid that won't be possible." Kurumu, and the others he came after her, looked up to see Ruby resting on the edge of the staircase, "I'm afraid the Headmaster isn't in at the moment. But, the problem is with Tsukune." she jumped down so she could be level with the three girls, "The monstrel 'anti-schoolers' who are after Tsukune are supposed to sabotage the festival. They probably have a spy in the committee." she said seriously.

"A monstrel on the committee? How come the Headmaster doesn't know about this?!" Kurumu asked with worry.

"I'm afraid he's quite aware." Ruby squinted her eyes, "He wants to trap the monstrels...and well, to be frank, Tsukune is the bait." she took a breath and continued, "He plans to...Wait, where's the other one? The blonde one?"

"Hm? Oh, Ben is...mourning." Moka replied with a saddened expression.

"I...see, I was hoping he'd hear this too." Ruby replied while rubbing her chin, "We'll have to inform him later!"

oOoOoOoOoOoOoOoOo

 **Ben**

oOoOoOoOoOoOoOoOo

Ben paced around his dorm. Today felt different, it felt like it did when he first arrived: heavy. Heavy like a large weight that he had racked was suddenly back on his shoulders...he didn't know what to do. He walked over to his desk and picked up one of his Web Shooters.

 _"Who are you?"_

 _"I'm Spider-Man, who are you?"_

 _"I'm Spider-Man! So obviously you are a fake!"_ the voices echoed through Ben's head...his first meeting with Peter, and the trek of him realizing he was only a clone.

 _~Flashback~_

"You can say what you want, but it doesn't stop the fact that I am the real Spider-Man!" one of the Spider-Men shouted, "I don't know why you keep insisting to be me, but I'll just have to shut you up!"

"Fine by me." the other replied. Of course Ben knows now that this Spider-Man was Peter, while he was the one who initiated the fight. If a passerby were to wonder on their fighting grounds, they would see two identical Spider-Men, same suit, same powers, same voice. It was enough to make someone's head spin, or for a comic book company to cash in on the idea as an excuse for rehashing a character.

Ben, was able to throw the first punch, but the attacked was blocked. Spider-Man threw a similar punch, but Ben blocked that. Both parties grunted in frustration as the continued to throw punches back and forth just to have them blocked by the other party's punch. "You may know everything I'm going to do," Spider-Man started.

"But that won't help you because I know what YOU'RE going to do. Yeah, I've seen the Sonic anime before, because I'M Spider-Man!" Ben finished. Spider-Man, the real Spider-Man lifted his foot up and knocked Ben backwards with a kick. Ben stammered his footing slightly and then moved forward to throw a punch. Spider-Man attempted to do the same and the two ended up punching each other in the jaw at the same time.

"You're pretty good...for a faker!" Spider-Man said with a chuckle.

"I should be saying the same to you." Ben returned his a smile behind the mask as the two got ready to clash again.

 _~Flashback End~_

Ben put down his Web Shooter and gave a sad smile. _I...I guess I was pretty similar to him in the beginning. But times change, huh?_ Ben thought as he put down the Web Shooter. He let out a loud sigh as he sat on his bed, "I hope Tsukune is doing alright."

oOoOoOoOoOoOoOoOo

 **Tsukune**

oOoOoOoOoOoOoOoOo

Tsukune was led into the Festival Committee meeting room. It was a large, circular, open room, with pillars that went around. In the middle was a round table and next to it was a white board with writing. At the table sat several other students that were part of the committee. _This place looks ominous. And all the students look super creepy!_ Tsukune thought. "Tsukune, won't you come?" the boy asked, "Meet the rest of the committee." Tsukune tried to form a smile as he looked across the room at the different monster, _They barely look like they're trying to look human!_ "I bet you're glad it's just bunch of regular guys right!" Tsukune turned around and mentally screamed as he pulled his hair, _Regular guys my ass! I mean, I guess I didn't expecext normal._ Tsukune tried to rationalize, _But the only one normal is the guy who brought me here._

The other members began to stand up and faced the man who brought Tsukune to the Committee's meeting, "Thank you for your hard work Mr. President." a tall, dark member said with a bow.

"Yes, thank you President." another mentioned.

The man next to Tsukune smiled, "Thank you."

"Wait..." Tsukune began to put two and two together, "You're the President?" he asked in complete shock.

The man snapped his fingers and chuckled, "I realized I didn't properly introduce myself." he cleared his throat and looked at Tsukune, "I am Hokuto Kaneshiro--Student Council President. I'm looking forward to working with you." he said with a smile. Tsukune didn't know what it was, but the man oozed confidence and charisma, it was admirable. He himself wished to be like that one day too. Hokuto gestured to the the table and Tsukune and the others took a seat. "Alright then, let's get this meeting started!" Hokuto yelled proudly, again his aura was something that was seen as commendable.

"Hokuto has quite the charisma doesn't he?" the boy sitting next to Tsukune said. He had a huge grin across his face and long hair, wearing a thin vest that tied together with loose laces and underneath was a striped long sleeve shirt, "Brilliant mind, strong opinions, great speaker, a martial artist," the boy listed, "Both students and faculty trust him. Hell, most of us joined because we look up to him. That's how inspiring he is!" he beamed. Tsukune paused and looked at Hokuto, _He is quite amazing. All he wants coexistence,_ Tsukune thought, _Ben is kinda the same way...I guess that's why I support Ben through everything because he just wants to do right by the world._ "So, why did you join?" the boy asked, "I don't mean to be rude or anything, it's just that...there are rumors..."

"Rumors?" Tsukune asked.

"Next on the agenda," Hokuto announced scaring Tsukune to paying attention once again, "counter measures against the anti-schoolers." the table began to chat amongst each other and Tsukune gulped. Hokuto adjusted his glasses and continued, "As you are well aware, the secret society of anti-schoolers seek to destroy the school itself. All our efforts to raise student morale through the festival--they are planning to undermine all of that!" Hokuto began to grip at the table and even caused a few cracks in it, "But believe me, this darkness that at the heart of our school...must end with our generation! Deep in my heart, I know we can overcome this madness. I promise you...we will have peace in our time! We will never shrink from the anti-achoolers! With all our heart and by the sweat of our brow, we will make this festival a shining beacon of hope!"

Tsukune left the meeting with an understanding of why Hokuto was so respected. His speaking, his cadence, the guy sounded like a politician. His ambitions, his 'for sure' attitude, he truly seemed like he believed in coexistence. "Tsukune, wait up!" Tsukune glanced behind him to see the boy who was talking to him earlier, "Let's walk back together!" the boy stopped as he saw Tsukune's slightly confused expression and chuckled, "Oh yeah, I should introduce myself. I'm Mizuki Ueshiba. Mizuki is fine though." Tsukune shook his hand and the two continued walking with each other, "So, what did you think?" Mizuki asked, "Will you be able to hack it?"

Tsukune thought of Hokuto and his words, So inspiring. He thought. "I...didn't realize the academy had students like Hokuto. Students who want peace and are willing to take action to make it happen. I was kinda moved." Tsukune smiled, "He's different from me in every way...actually he's kinda like my friend. He wants the world to be a better. They are the type of people to run head first into a battle even if it looks like they will lose, and they never give up, even if it means all their bones break. But me..." Tsukune sighed, "I just run away. Honestly, I didn't feel up to serving on the student council before." Mizuki nodded in understanding. "But seeing Hokuto like that," Tsukune continued, "gave me hope. I want to work for peace too--through through the student council."

Mizuki squinted, "Hm, you seem like one of those 'good guys'." he mentioned. Tsukune cocked an eyebrow in confusion, "Well, that rumor I was talking about earlier? It's that somebody on the student council is an anti-school spy."

Tsukune's eyes widened in shock, "What, a spy?!"

"SHHH!" Hokuto covered Tsukune's mouth and looked all around, "Not the best place to talk, let's duck over here." Hokuto grabbed Tsukune and walked under an archway to a different side of the field.

Footsteps came rushing in the direction where the two once stood, "What is it Bazooka Girl?" Mizore asked Kurumu.

"I...I thought I heard Tsukune's voice over here." she said with a worried expression.

With Mizuki and Tsukune, Tsukune quieted his voice, "Mizuki, do you think it's true? I mean, if one of those students are a spy..."

"You mean you didn't know anything about this?" Mizuki asked, "When you turned in your paperwork nobody warned you? Told you 'be careful' or something?"

"No, not a thing! If they had I probably wouldn't have joined." Tsukune explained.

"Really..." Mizuki said while squinting, "you truly didn't hear a thing about this...from anyone. Really." Mizuki went back to his smiling self and Tsukune felt a sigh of relief. "Alright then, sorry I suspected you. It's just, you being new and all."

"No, no, I understand completely. It's just a rumor anyway." Tsukune replied with a shrug.

"Yeah, besides," Mizuki patted Tsukune on the shoulder, "Your pretty tough ain't ya? You could just beat them like you usually do." Tsukune's eyes widened slightly, something seemed wrong.

As Mizuki walked away, Tsukune was starting to put two and two together. _This isn't right. None of these guys would know about that. He didn't even know me till a few minutes ago._ "Wait...how did you know that?"

"Hm, know what?"

"I never said a word about fighting anit-schoolers. So why did you say I could beat them up...just like usual." Tsukune quickly turned to face Mizuki, "Are you..!" when he had turned around, Mizuki was nowhere to be found. _No way. Where could he have gone?!_

"Looks like I slipped up." Tsukune looked down to see Mizuki, with a now deformed face coming out of the ground. As Mizuki came out more his arms began to coil around Tsukune's leg like a snake, "I wanted to find out more about you and why you're here before slaying you...oh well." Mizuki pulled and Tsukune began to sink into the ground.

"No, you're the monstrel spy!" Tsukune yelled.

Mizuki's hand came up and pushed Tskune's head down, "Bingo. Correct, not that it matters!" Tsukune sank down more until he was completely submerged in yhe dirt.

"TSUKUNE!" Kurumu shouted out. She stopped and looked all around, but still couldn't see Tsukune, "This time I know I heard him."

"Yeah, weird. I heard it this time too...sounded like a scream." Mizore looked down and noticed the crater left, "Hey, look at that hole...look, there's blood!"

"Blood?" Kurumu asked, "Don't tell me it's--EEYAA!" Kurumu screamed in surprise as a arm came from the ground behind her and grabbed her leg.

"Idiots," the voice beneath the ground said as he too grabbed Mizore, "Guess I'll have to kill you too!"

"What the hell is it?!" Kurumu yelled as she and Mizore were pulled to the ground.

"Taking the form of a worm allows me to slither through the earth with ease, just like when I slayed Tsukune under the ground and slayed him!" Mizuki popped from the ground in his monster form and pulled the girls as he did so. Both were nearly halfway under and were holding on, literally, for dear life.

"Tsukune dead? You killed him? YOU killed him!?" Kurumu yelled in both anger and sadness.

"Heheh, and I'll drag your bodies down to him! Would you like that?!"

Kurumu and Mizore were up to their necks now, "TSUKUNE!" Kurumu shouted in a final, last ditch effort.

Suddenly, Mizuki stopped pulling and instead felt pressure on his body from under ground, "What?" he then descended into the earth against his will, "How? I'm being pulled? But I broke his neck! I'm sure, I'm sure I killed him!" he was pulled deep beneath the surface until he was met face to face with Tsukune who gripped tightly to his neck. Tsukune squinted in annoyance and sent a massive uppercut to the little worm's jaw. The ground ruptured from the force of the of the blow and Mizuki came flying out with multiple broken teeth, completely unconscious.

"Tsukune..." Kurumu said through tears.

Tsukune stepped out of the dust and dirt and dusted off his shirt, "Never forgive...I shall never forgive those who hurt my friends." he then collapsed from exhaustion.

"TSUKUNE!" Kurumu shouted again.

oOoOoOoOoOoOoOoOo

Shortly after the "battle," infirmary staff showed up with a stretcher to help Tsukune. "Tsukune!" Hokuto called out, he heard of what had happened and rushed over a soon as he could.

"Oh, Hokuto." Tsukune said as he lied in the stretcher.

"I had heard about Mizuki. Tsukune, I'm sorry. You joining the Committee almost cost you your life." Hokuto lowered his head in shame.

Tsukune reached out and grabbed Hokuto's hand, "Hokuto, promise me one thing. Don't let them win," he said with a tear in his eye, "Hokuto.. we're gonna bring peace to this academy."

"Yes!" Hokuto smiled, "We'll team up and transform this place into a great school." Tsukune smiled in response as he was taken away, with Kurumu and Mizore following behind. Hokuto turned around and returned to the Student Council office. As he walked through the halls a voice called out to him.

"That was entertaining," the voice said, "Your lies are always so pretty, Hokuto."

Hokuto adjusted his glasses and turned around, "Kiriya. I've got news for you...that was no lie." he smiled, "Come on now, who created the anti-schoolers to bring 'change' to the academy? Who, hm? Don't worry, I will change the academy...change it forever."

oOoOoOoOoOoOoOoOo

 **Ben**

oOoOoOoOoOoOoOoOo

Ben woke up in the middle of the night in a cold sweat. He got out of his bed and washed his face with water. Looking up into the mirror and he saw his face and the scar that rand down his left eye. He touched his scar and began to remember more.

 _~Flashback~_

Ben had run into his "faker" and attempted to take him out, what he didn't realize was that the fake would be so strong. Damn, it's like he knew all of my tactics. Ben slammed his fist against the wall in frustration, Of course he knew my tactics. He IS me! he thought in frustration. He took cover in an abandoned building. "God DAMMIT! As long as he's out there everyone I care for is in danger!"

"Feeling a little frustrated?" a voice asked. The man stepped forward so that Ben could just see his silhouette, "You think that he's the one trying to take your place don't you. You believe that you were cloned and that the Spider-Man running around the city is the clone...right?"

"Yeah...how do you know that?" Ben asked.

The man stepped forward into the light to show his scarred face and long hair, "Because I'm a clone too...as are you."

"What?" Ben asked, dumbfounded, "No, I'm the genuine article, I'm Peter Parker!"

The clone chuckled, "Remove your mask." Ben put his hands to his mask but hesitated, "Jesus Christ, I know you, we have the same face, let me see yours!"

"Geez, Christ." Ben said under his breath. He removed his mask and faced the clone. The clone smirked, "What?"

"It's just as I thought. You are just like me."

"What? What do you mean?" Ben asked.

"The scar dumbass, across your eye. That's the mark of you being a clone. You are syntetic...you are a faux, creates by scientists in a lab and a test tube. Think about it, why would you still be in the lab if you were the original? You are the clone...and I...am your fellow brother."

Ben eyes widened, he couldn't believe it, "No...that can't be true. I...I remember so much. I--"

"It's not your memories."

"So." Ben said in a sorrowful tone, "you got a name...bro?" he asked in a condescending tone.

"Yeah, you can call me Kaine."

It wasn't until later that Ben realized the reason he called himself Kaine...Caine killed his brother in the bible. Ben would realize later that Kaine was tossed aside by the scientists for being defective, so in retaliation he decided to destroy every clone made...including the original and Ben. Eventually the three of them came to some truce, but they had to destroy all of them...all of the clones. The sight of seeing dozens of clones that looked like Ben and Peter die in front of their eyes would haunt Ben's dreams for months. It wasn't until a few weeks ago that he came to terms with it.

 _~Flashback End~_

Ben clicked his tongue as he moved away from the mirror, "It was around that time Peter gave me my name...wasn't it. It's also when I made my first suit." Ben went back to his bed and stared at his photo of him, Peter and Deadpool, "I just miss you so much." he said as he tapped his head with the frame and tears began to stream down his eyes.

oOoOoOoOoOoOoOoOo

 **Tsukune**

oOoOoOoOoOoOoOoOo

 **Several Days later...**

"Whaaat?" Kurumu asked in surprise, "You aren't going to help us today either?!"

"Sorry, sorry." Tsukune apologized as he clasped his hands together, "But Hokuto called another meeting today."

"UGH!" Kurumu groaned as she stomped her foot in anger, "He's called a meeting every day this week. Everything has been 'Hokuto this' and 'Hokuto that' what about us? Why do you have to run everytime he calls? It's bad enough that Ben is gone, but we can't have you missing too!"

"Oh, it's not Hokuto's fault!" Tsukune laughed, "There is just so much to do after all! Hokuto works harder than all of us," he said while scratching his chin nervously, "all he thinks about is the future of the academy. I won't let him down." he said witwith determination and left leaving a very disappointing set of friends.

That was several hours ago, now Tsukune and the other council members walked down the halls which were now bustling with students setting up their classes and stalls for the festival that was only ten days away. Posters were being made, totem poles, and different stalls were being put together. "Wow..." Tsukune said in astonishment, he couldn't believe this place could look so...festive. "This is amazing, the place looks so festive for once."

"Oh that's right," Hokuto exclaimed, "You're a freshman so this is your first festival, huh?" he smiled, "I assure you, if you think it looks big now, just wait until it actually gets up and running. Lots of alumni come to visit, even ones who moved to the human world. It's a student celebration and reunion all in one. And last, but not least, the festivities last for three whole days, from October 28th to Halloween!"

"WOAH!"

"This year, that means three days to showcase peace. That is the festival committee's project." Hokuto turned to Tsukune and smiled, "Couldn't ask for a better job, huh?"

oOoOoOoOoOoOoOoOo

After having a look around the different classes for a while, getting to know the activities and who will be running them, the committee returned to the Student Council room to go over some last minute preparations. Tsukune was in charge of making a poster that highlighted the events. He rubbed his brow and smiled in satisfaction, "Hokuto?" he called, "What do you think of this poster for the class activities schedule?"

"Oh, you're done already? Well done Tsukune. You work fast." Hokuto praised. "So, what's your class doing?" he asked as he glanced at the poster.

Tsukune rubbed his head and chuckled, "Oh...1-3 is going to have a 'catch a fish' booth."

"Oh...again?" Hokuto asked with a nervous smile, "they did the same thing for the summer festival."

"Yeah, our teacher is really into the idea. She told us to leave everything to her...but I'm a little nervous because I think she'll eat them."

The two shared a chuckle, "Well, I suppose that means that's enough for today. Why don't you drop by your classroom. And visvisit your club too, you haven't been able to visit lately right?"

"Are you sure?" Tsukune asked, "Because that'll be great, thanks!" Tsukune turned to leave but Hokuto stopped him once more.

"Tsukune," Hokuto called, "we really should be thanking you. As you know, the council has been targeted by the anti-schoolers. Sabotaging the festival is at the top of their agenda. Nobody wants to have anything to do with the council. It's too dangerous." Tsukune nodded in understanding, "But you're different," Hokuto continued, "You're still work8ng with us, you didn't run, even after that had attacked you. You're tougher than you look Tsukune." those words. The confidence and trust placed into Tsukune. It felt good, it felt like he was being relied on, like he was beneficial and wanted by someone else.

Tsukune felt good as he walked to the club room. _I didn't run away...well..._ he looked down at his wrist and noticed the chips in the chain. _The "Spirit Lock" this magical chain that keeps me human.. every time I fight one of those monstrels, the seal gets weaker...begins to crumble away. It's not tgat I don't run away, it's that I can't. My only option left is to fight alongside Hokuto._ "Hey, nice bracelet you got there." a voice called out from behind Tsukune. Tsukune looked behind him to see a boy sitting in a tree, "I'm so jealous," the boy said as he jumped out of the tree, "I want one too."

Tsukune didn't feel comfortable around the guy, something seemed off, "Actually...uh, I gotta go!" Tsukune ran off towards the club room, _What was that?_

The boy stayed behind and chuckled to himself, "Oh, dearie me, I scared him off. Guess I came on a little strong."

"Idiot," a voice said. The boy turned to see Hokuto approaching him, "What were you thinking Kiryia? You can't talk to Tsukune, you are being watched for suspicion of being an anti-schooler." Hokuto warned.

Kiriya smiled in response, "Look who's talking. You're the one who has to play nice." Kiriya chuckled, "Won't you get in trouble if someone catches YOU talking to ME...boss?" Kiriya moved closer, "Everything's going according to plan isn't it Hokuto? We've thrown trouble in Tsukune's way...probably more than we had to, we got lucky with Reilly and he has been out of commission for the last few days, and what damage we've done was enough to convince the school that he's in mortal danger. The Headmaster took him under his wing and now that Tsukune is in the Headmaster's inner circle..." Kiriya smiled knowingly at Hokuto who returned the gesture. Kiriya's smile turned into a chuckle, "This us fun!" he laughed while slapping Hokuto on the shoulder, "I can't wait to see if you actually pull this off."

"I'm glad you find this so amusing," Hokuto replied with a serious expression, "Just keep your mind on your work. And keep a lid on that temper of yours. I'm about to put my plan in motion. Any moment now...you'll have to be ready to move."

"You can count on me Hokuto!" Kiriya said with a thumbs up.

Hokuto sighed with a slight smirk, "There's only one question mark in my plan...and that's you. Now get out of here or-" suddenly the sound of birds flapping in the distance led Hokuto's gaze towards the forest. The movements weren't natural, it was if the birds were startled.

"Hokuto, is something wrong?" Kiriya asked.

"...No. Nothing, it's fine."

In the distance, with her form hidden behind a tree, sat Moka who was clutching her chest trying to suppress the noise it felt her heart was making she eased her breaths to the best of her ability and took a peek around the tree, when the two were out of range she jolted back to the club room, "Gotta warn them." she said to herself.

oOoOoOoOoOoOoOoOo

"What?!" Kurumu shouted, "You think Hokuto is a monstrel?" Moka held her hand against Kurumu's mouth to try and quiet her down. Kurumu clutched her fist in anger at the idea that Tsukune was being swayed by the enemy, "Damn, if that's true we have a massive problem."

"I'm sure it's true," Moka explained, "otherwise why would he and Kiriya be talking together?"

At that moment the door opened with Tsukune standing just in front of it, he had heard everything, "Tsukune!" the girls called out in surprise.

"You can't be serious..." he said lowly, "Hokuto...one of them?"

Moka stood up and confronted Tsukune, "I'm sure of it." she stated, "I saw them together on my way to meet you. I...couldn't quite hear what they were saying, but I could tell! W-We should take this to the Headmaster-"

"Heh." Tsukune let out a slight laugh, that only got more egregious, "Ahahahaha. You must have seen wrong, Hokuto? One of them?"

Moka and Kurumu gave dumbfounded expressions, "Tsukune," Moka called out, "I'm not imagining things!"

Tsukune scoffed at the thought and turned to leave the club room, "Look, even if you did see something weird...it's probably because that Kiriya guy is tricking him!" Tsukune slammed the door on his way out.

"What the fuck!?" Kurumu yelled, "Then you should be even more cautious around him you stubborn jackass!" in anger the succubus flipped a chair over, "Are you saying you trust Hokuto more than your friends? I wish Ben were here to make you realize how stupid you sound!"

Yukari wrapped her arms around Kurumu to try and calm her down, "Kurumu...he's already gone."

oOoOoOoOoOoOoOoOo

Tsukune ran down the dark pathway to get to the Student Council room all while trying to rationalize everything he had been told. _They're wrong! I know they're wrong! Hokuto can't be against the school!_ Tsukune turned to take the branching path that led to the room and quickly approached the front door. _He's the first person at this academy I can truly say I respect, someone I truly see as my senior. He's trying to bring peace to the academy._ Tsukune ran down the halls to the Committee room, _I'm positive he's a good guy but...I had better mamake sure all the same. Or else...or else..._ Tsukune swung the door to the room open and stared in complete disbelief as the room was completely thrashed. Like a battle, no, a massacre had taken place. The tables were overturned or cracked, the committee members were bloodied and lying all over the place and the only one standing was Hokuto. "No..." Tsukune said under his breath as his heart sunk to the pits of his stomach. "Hokuto? Wha-"

"Ah...so you came Tsukune." Hokuto addressed as he fixed his glasses. He turned and began to walk slowly towards Tsukune.

"This has to be a mistake. There's no way you did this, right Hokuto?" Tsukune panicked as his trust was betrayed, "It can't be true...this can't be real!" Hokuto picked up a piece of shattered wood that came from one of the chairs and tried to jab it into Tsukune's chest while Tsukune clumsily dodged to his right and ended up colliding with a bunch of rubble. Tsukune gulped as he saw the wood penetrated the wall and left it cracked, "So it's true, Hokuto? You're in on this with that Kiriya guy *****. And you're an anti-schooler?" Tsukune sounded dejected, like everything he believed in was a lie.

Hokuto sighed as he removed the broken leg from the wall, "Overheard were we? Oh well, guess I'm launching my plan early." again he adjusted his glasses, "Oh, and you're right, wouldn't want to leave you in suspense. Yes, I am part of the anti-schoolers," Tsukune gritted his teeth in anger, "in fact, I am the leader."

Tsukune's eyes widened, his greatest enemy was under his nose, and it was someone he gained so much trust for this whole time. He collapsed to his knees dejected, already feeling defeated before the battle had even begun, "I...I trusted you. All this time that I was in danger...and my friends got dragged into it. I was at the end of my rope, I considered running away to protect them...but I had to stay to protect them...just like they would protect me." Tsukune looked at Hokuto, tears in his eyes, "I thought I could be strong if I followed your example."

Hokuto scoffed, "Your sentimentality bores me. Emotions are pointless." Hokuto gripped the leg tighter and again walked towards Tsukune, "I only seek knowledge. Show me the power you used to defeat my underlings." Hokuto began to raise the leg, "If you don't...you die."

"Tsukune, look out!" Before Hokuto could throw his first attack he had to jump back and avoid a barrage of cards flying at him.

"Tarot cards?" he asked. He suddenly felt something grip his leg and upon looking down he saw the blood solidified and formed a hand that gripped his leg, "The blood?"

"You make me sick!" Hokuto looked up to see Kurumu dashing towards him at full flight speed with her hand cocked back, "You are the lowest of the low!" Hokuto's eyes widened as Kurumu got closer and closer, "I saw through you from the very beginning! Your face, is evil!" Hokuto felt the force of the attack and dust began to kick up. "Tsukune," Kurumu said lowly, "you said something about being on edge...why didn't you tell us? You're so selfish! trying to protect us, and in the end...you take everything on yourself." Kurumu turned to face Tsukune and gave a sweet smile, "You've got to let us in Tsukune. If we do this together, it won't hurt half as bad."

Tsukune got a little teary eyed, "Kurumu...all of you...".

Some cracking was heard and the debris that Hokuto landed in began to move, "Hahaha. Oh, so close." he laughed, "This power of Tsukune's I had heard so much about...I had thought I'd finally get to see it, but..." instinctively Mizore slid in front of Tsukune to defend him while Kurumu and Yukari flanked Hokuto.

"How dare you treat Tsukune like this?!" Kurumu shouted in anger, "Prepare yourself." Kurumu gritted. Yukari and Mizore glanced at each other and nodded. Hokuto looked at the three of them and gave only a simple smirk. "I'll make you feel Tsukune's pain!"

"WAIT!" Kurumu stopped mid stride and they all looked towards the door to see Ruby, tattered and bruised, collapse to the ground and using the door as support, "Sorry if I...interrupted...but Moka...she's been taken hostage!" she said with a worried expression.

oOoOoOoOoOoOoOoOo

 **Ben**

oOoOoOoOoOoOoOoOo

 **Several Minutes Earlier...**

Ben sat up in his bed and glanced at his photograph once again. He felt like he would never shake this feeling. _All I've done is look up to you Pete...now I don't know what to do. Could I...could I really, truly, be a replacement?_

 _"You can't give up."_ Peter's words echoed in Ben's brain, _"It's like I always say, you keep going until you can't move anymore. Only then can you say you gave it your all."_

 _"But what about that thing you said?"_ Ben's own words echoed, _"I couldn't do what you do Pete. I don't know if...if I could be like you."_

 _"You are me Ben."_ Ben remembered, _"But if you are so scared of trying to do things like me...don't."_ Ben looked up as he remembered Peter's words, some of the last words he had with him, _"The key to being the best hero you can be...you can't just copy someone and expect to get the same results. So don't do things like me...do things like you. Only then will you truly be..._ _"_

"My own person." Ben finished, "That's it. Instead of sulking on feeling like I can't do him justice because I'm not him, I need to figure out how I'll do things while keeping his memory alive." Ben stood up semi-triuphently, "I can do this! And I'll do this my way! Because I am not Peter Parker, I am Ben Reilly and I am-" suddenly Ben's door was knocked open and Ruby stumbled into his room, "Ruby?"

"Ben!" Ruby struggled to get up. Ben quickly lifted her to her feet and she clutched onto him, "Ben, it's Hokuto...The person Tsukune has been helping is the leader of the anti-schoolers..."

"Woah, woah, woah slow down. Who? And what?" Ben asked confused, "I've been gone for a week."

Ruby, likely out of frustration, slapped Ben across the face, "Tsukune is in trouble, and...Moka has been held hostage..."

Ben gained a serious expression and nodded, "Go. I'll help Moka."

"But-"

"If Tsukune is in trouble and Moka was the one who got captured, I guarantee the girls went to help Tsukune, so go help them." Ben turned around and took off his shirt and began putting on his tattered and charred suit.

"But Ben, that Kiriya guy...he's the one who has Moka, and he's strong."

Ben smirked as he put on his mask, "All the more reason to go kick his ass. Now go help out, an extra mage may be helpful." Ruby supported herself and did her best to rush out of there. Ben looked up and smacked his forehead, "Ben, you didn't ask where she was you idiot..."

oOoOoOoOoOoOoOoOo

 **Moka**

oOoOoOoOoOoOoOoOo

As of right now, Moka was in a bad situation. Tsukune had begun to fight with Hokuto and he was getting thrashed, to the point where he was on the ground bleeding...a lot. Kiriya showed Moka all of this through a Shikigami, a monster pet or sorts. "You are so Pathetic!" Kiriya complained, "I showed you Tsukune getting hurt because I thought, maybe, you would try to fight back." he rolled his eyes, "But instead you bitch and moan and whine." _I have to...do something,_ Moka groaned internally, _I have to...for Tsukune!_ She gripped her rosary and began to pull as hard as she could. "Are you insane?" Kiriya laughed, "You can't take that off by yourself!" Kiriya continued to choke Moka more as he watched her struggle, "Don't you know seals are like barriers? You need a supernatural key to release the spell. I bet the only reason Tsukune could remove the seal was because he aura was so weak the seal recognized it as the key. Just give up!"

Despite what Kiriya said Moka continued to pull with all her force to remove the rosario. **_What are you doing?_** Her other asked, **_If you force the seal it'll break! And you know what will happen when the seal breaks don't you? Your personality will-_** _I know._ Moka interrupted, _It's okay. Tsukune would do it for me. He'd give his life for me. So if I can save him...I don't care what happens to me._ Inner Moka was so touched, if she could shed tears she would. **_Dammit. You really love that idiot don't you._** With one final pull a screw popped off and a section of the seal broke.

"What?" Kiriya asked, "How is this poss-"

"Hey bitch, I saved something for 'ya!" Kiriya turned around and was immediately met with a double foot drop kick to his face which launched across the ground, causing him to let go of Moka who had broken the seal and transformed into her true form. Moka looked up to see Ben in his suit, charred, singed, three holes from when they were in the human world and his mask slightly torn with a cracked lens. "Sorry I was late, and sorry for being a miserable piece of shit...but I'm here now. I just wish I could have been here before you broke the seal."

Moka dusted off her clothes and stood beside Ben, "No...it's what she wanted." Moka looked at Ben who clenched his fists, "Are you-"

"Hey," he looked at her and squinted his lenses, "lets fuck this guy up."

Moka smirked, "My thoughts exactly. He'll pay...for what he did to her."

Kiriya rubbed his jaw and spit out some blood, "Yes! Finally things get interesting. This is even better than what I wanted. Moka Akashiya, and the American Ben Reilly." he laughed, "Now, give it to me!!!" Kiriya cocked his hand back and prepared to strike.

Ben and Moka looked at each other and had only one thing to say: "PHRASING!" Moka kicked high and Ben kicked low. Ben felt Kiriya's leg break when he kicked him and he knows how strong Moka can kick. The force was so strong that Kiriya was knocked into multiple headstones and lied unconcious. "Happy I could oblige." Moka said as she walked away.

"I told that bitch that we'd meet again." Ben added, "Let's save Tsukune. And...do me a favor, catch me up on things."

Moka nodded, "Hokuto is the president of the student council and is the guy that Tsukune has been helping this past week. Then, surprise, turns out he's the leader of the anti-schoolers."

"Fuck...we should hurry then." Ben patted his back, "Get on."

"What?"

"Peter was once able to move at approximately 1.94 times the speed of sound. We'll be there in seconds. You have something like a sensor right? You can feel other monsters?" Moka nodded, "Then you're my navigator. Let's go." Moka climbed on to Ben's back and gripped pretty tight, "Relax, I promise you won't even slide." With that Ben shot a web line to his right and another the left, gave himself some tension and became a slingshot, "Here we go."

 **To Be Continued...**

 **A/N: *) Weird line, he doesn't know Kiriya, even if he met him, he never got them name. Sure he heard what Moka said about the guy or something, but it just feels like a really weird line.**

 **Okay, I know it feels like I skipped a lot, but I wanted Tsukune's fight to be one singular thing with different phases and not spread through two chapters. So next time we will rewind time once more to the moment directly after Ruby shows up to warn Tsukune and we'll see the ensuing fight. Sorry if Ben didn't feel as good in this, but his time is coming...at the festival when he becomes a trap. But seriously, his time is coming and I think many of you will be pleased.**

 **Until then, see you.**


	26. Coexistence Part 2

**Coexistence Part 2**

oOoOoOoOoOoOoOoOo

 **Tsukune**

oOoOoOoOoOoOoOoOo

 **Roughly a half hour earlier...**

"What?!" Tsukune asked Ruby in a worried expression, "What do you mean Moka's been kidnapped?" Tsukune kneeled next to Ruby and tried to help her up.

"I'm so sorry," Ruby apologized trying not to look Tsukune in the eyes out of shame, "I was with her, but we were ambushed. I told Ben and he said he'd handle it but...He made certain for you to stop Hokuto."

"Hokuto..." Tsukune gritted, "Were you behind this too? First the council, now kidnapping Moka?" no answer was given, Hokuto merely stared at Tsukune, "You were so convincing. I thought I'd found a kindred spirit...hardworking...peace loving. So why?! How could you do something like this?!"

"You think we're 'kindred spirits'?" Hokuto asked in disgust as he adjusted his glasses yet again, "Don't make me laugh! You're nothing without your friends. You're even relying on the American to saving your little girlfriend. Do you really think he can? A worm like yourself could never understand my master plan, let alone stop me."

"Listen you," Kurumu stepped forward and held her hand back to slice, "I don't care what your fancy-shmancy plan is, if you don't tell me where Moka is I'll..."

Before Kurumu could finish, her wrist was grabbed by Hokuto and held in place. Hokuto laughed as Kurumu squirmed in place trying to get out of his grasp, "Just as I thought. You're like a little songbird...sharp precise attacks, but once caught...helpless in my grasp. Without Moka, none of you are a match for me." Hokuto pointed his hand and cocked arm back, aiming for Kurumu's throat. Kurumu's eyes widened and her life flashed, but before Hokuto could do anything, Mizore used the blood to spike up and impale Hokuto through his chest. The shock resulted in him dropping Kurumu.

"Mizore..." Kurumu gave a look that showed she was thankful, but was also upset she was put in that position in the first place.

Mizore sighed, "What do you think you're trying to pull, stupid?" she insulted, "You know you don't have a snowball's chance in hell of beating this guy! If you really want to help Moka...just stay cool!" Hokuto focused on Mizore now and it looked as if he was being more cautious, "I may not be a great fighter either," Mizore continued, "but I know this: if we work together...there's no opponent we can't beat!"

Flapping was heard, like paper in the wind. Hokuto covered his face as a barrage of tarot cards rained down like a storm of blades. Yukari smiled as she held tarot cards in one hand and wand held high in the other, "Don't you forget about me!" she yelled out proudly. Ruby struggled to get up, but ultimately stood by Yukari's side with her wand ready.

Hokuto sighed and dusted off his shoulder, "So...the friends again, huh?"

Mizore cracked her neck and turned her hands into ice claws, "Yeah, the friends again. And these friends...are gonna kick your ass!"

Tsukune watched in absolute shock as the four girls were easily able to take down Hokuto, it was as if he wasn't even trying. He got a few blows in by hitting the girls with chairs and tables, but ultimately, thanks to Ruby's earthlike magic and Mizore's ice they were able to hold Hokuto while Kurumu and Yukari cut him with their nail-claws and tarot cards respectively. Kurumu gave one final blow which knocked Hokuto against the wall and created a crater due to the impact. Hokuto collapsed to his knees and held his head in pain. "We beat him already?" Kurumu asked in surprise before breaking to a smile and throwing her hands in the air cheerfully, "Hell yeah, he was way easier than Kiriya! That was nothing!" her mood wasn't very convincing considering she, like the other girls, had blood spurting from her head. Kurumu then composed herself and gained a serious expression, "Okay, we foiled your plan to destroy the school, now..." Kurumu extended her nails once again and cocked her hand back threatening to strike Hokuto, "tell us where the hell Moka is!"

"STOP!" Tsukune shouted as he quickly stepped in front of Kurumu and approached Hokuto slowly.

"Tsukune?" Kurumu asked, "Why did you stop me?! We've gotta make him tell us where Moka is or else she'll be-"

"It's fine!" Tsukune interrupted, "I trust Ben to find her, but that isn't why I stopped you." Tsukune turned to face Hokuto and kneeled to be at eye level with him, "Hokuto...I saw the look on your face when you said you wanted to bring peace to the academy. I don't believe you were lying. Not completely at least." Tsukune looked down with a saddened expression, "I don't want to see you get hurt anymore, Hokuto...But I don't want you to hurt anyone else either. If you won't help us find Moka...then you leave me no choice. I'll be handing you over to the Headmaster."

oOoOoOoOoOoOoOoOo

Within a few minutes, Tsukune and his friends took the captured Hokuto to the Headmaster. "Tsukune," the Headmaster welcomed, "You have my thanks." Tsukune nodded as he brought Hokuto before the Headmaster and his assistants, "As I thought," the Headmaster sighed, "so it was you Hokuto." Immediately the Headmaster beought out a rosario, similar looking to that of Moka's and held it in front of his face while spouting something in latin. Soon a bright light shown beneath the teen's feet and they all nearly fell back by it's blinding light.

"What is this?" Kurumu asked.

"A barrier to hold Hokuto's power I guess." Yukari replied.

Hokuto stood still, his restraints that were around him earlier were now gone, the Headmaster continued to recite his spell and Hokuto smirked, "I had almost forgotten about you. Yet here you are, just as thorough as ever. So...I didn't fool you, eh? Not even in the beginning?" The Headmaster smiled and continued his spell, a large ball aura barrier surrounded Hokuto with sparks flying from it. Out of anger Hokuto slammed his fist against the barrier. He looked at his fist and saw the blood spurt out from his knuckles and laughed, "You old bastard. You planned this all along, didn't you? You assigned Tsukune to this committee to flush me out. What is he? An assassin? Or perhaps...he's bait?" Tsukune glanced to the Headmaster in disbelief, _No way._ he thought, _He planned it from the beginning?_ "Everything went according to plan, but then again it always does, doesn't it headmaster?"

The Headmaster stood proudly for what had happened, "You were such a bright student Hokuto." the Headmaster sighed, "To think, I had such high hopes for you. What a shame." the Headmaster looked at his subordinates, "Take Tsukune and the others to my quarters. Place Hokuto in the dungeon." his subordinates bowed as the Headmaster turned to leave.

"Hehe," Hokuto chuckled gaining a notice from Tsukune, "Hehehehehehahahahaha-Oh-hohahahahahahahahehehehehaaaa!" his laughing gained the attention of the other students and even the Headmaster glanced back. His laughter continued as the barrier began to shoot lighting off it erratically. Then, with a sudden blast of energy the barrier shattered and Hokuto stood in the middle of the broken magic, laughing. _No way._ Tsukune thought just before the energy from the blast knocked the teens back. "You know, the funny thing is, everything did go according to plan. Just not your plan!" there was a blinding light and Tsukune lost track of everything, when he regained his vision he could see what had happened: Hokuto sprouted sharp, spike like tendrils from his arm and impaled the Headmaster, "Oh, how I've longed for this moment," he smiled, "the moment I face a legendary Hell-King!" Hokuto retracted some of his tendrils and the Headmaster collapsed to the ground in a pool of blood and his rosario landed with a clink.

The Headmaster lay on the floor and coughed out some blood, "You broke my barrier? Hokuto, when did you learn to..."

"Yes! Finally, the piece I've been looking for!" Hokuto shouted with joy as he picked up the rosario, "To dissolve the Great Barrier, I need this. The magic talisman."

"The Great Barrier?" the Headmaster questioned, "Don't do it Hokuto! If the barrier dissolves..."

"Hokuto! How?" Tsukune asked, stepping towards the two.

Hokuto gave an annoyed sigh, "You still don't get it do you?" Hokuto asked, "I let myself get caught. It was the only way to get past the Headmaster's defenses! Four years, I spent four fucking years on that committee, biding my time, patiently waiting knowing that sooner or later...the Headmaster would send someone to sniff out my intentions. I mean, why do you think I became friends with you?" Hokuto asked, gesturing to Tsukune like the answer should be obvious, "It's because I wanted you to capture me! Same with having Kiriya kidnapping Moka." Hokuto laughed as everything went according to his plan, "I knew if I put the screws to you you'd bring me to the Headmaster! You fell right into my clutches! Thanks to you, my master plan is a success! That is what I had meant Tsukune, when I said you couldn't do anything on your own!" Tsukune clutched his fists in anger while his friends struggled to get off the ground.

"This is the real Hokuto." Yukari said with a grunt of pain, "He's viler than I imagined."

Kurumu slammed her fist against the ground with tears beginning to form, "I thought we beat him before! But he just played us like a god damned fiddle!"

"You brought this upon yourself, Tsukune." Hokuto continued, "Your compassion is your weakness. And now...I've got no more use for weaklings. Get out of my way, so that I can finally get on with the destruction of the school!" Hokuto turned to walk away, but stopped when he felt pressure on his shoulder. He turned to see Tsukune had his arm cocked back, "What? I told you you're too weak to stop--" Tsukune allowed one of the chains to crack and sent a powerful punch across his jaw. The resulting attack knocked Hokuto up the grand staircase and against a wall, the punch was so powerful it even surprised his friends. Hokuto got up to his knee and moved his wrist around in pain, "Heh, what a loser. You think you can take me on, huh? What good will that do you you? None, whatsoever." Hokuto looked up to see Tsukune and saw the tears streaming down his face.

"Hokuto. I told you...I don't want you to hurt anyone else." Tsukune commented as he walked up the stairs, stopping quickly to check on the Headmaster. "If I don't have a choice...If nothing but force will stop you..." he faced Hokuto, his eyes changed to be like Moka's, red and slitted, "then...I'll take you down!"

Hokuto had a very surprised face at first before letting out a chuckle, "I'm sorry, I must have misheard. I could have sworn YOU, of all people, said that YOU would take me down!" Hokuto clapped his hands slowly as he descended the stairway to meet with Tsukune. A surge of aura shot through Hokuto as he got closer to the human, "A piece of trash like you could never defeat me!" Kurumu, lying on the ground, could sense the aura protruding from Hokuto. She mustered up enough strength to get up, but Hokuto had noticed, "No, no," he said, "you small fry will stay out of our way!" he pointed his hand forward and made his own barrier spell like the Headmaster had used on him.

"No!" Kurumu yelled as she slammed her hands against the barrier, "Don't you dare hurt Tsukune!"

Hokuto looked at his hand with the rosario in it and smiled, "Well what do you know? It's just as I thought, with this trinket even I can create an impenetrable barrier. I'd expect no less from the Rosario of Judgement belonging to a Hell-King!"

"I can't let him get away with this!" the Headmaster coughed out, "If he's become a master of barriers...he must know that that is the key to the great barrier!"

"Headmaster!" Tsukune shouted as he rushed to the man's side.

"Tsukune, you must stop Hokuto! He really means it, he's going to dissolve the barrier! That barrier is the only thing separating the academy from the human world! If it dissolves, humans will discover our existence, and the treaty we forged long ago will be broken. Only bloodshed would follow." he stopped to cough out blood, "The humans defense force, SHIELD, the 'Earth's Mightiest Heroes', Blade, the current Sorcerer Supreme, even the Ghost Rider itself will be forced to destroy the monsters to defend the humans!" the teens could only gasp at the potential horrors that would follow.

"No..." Tsukune said quietly, "If that happens...it'll be a bloodbath, monsters will be killed, human bystanders will be killed. It'll be a war of worlds."

"Haha...that's true!" Hokuto acknowledged, "That's why this is the right thing to do Tsukune. Humans and monsters are natural enemies. I'm just returning us to our natural state. We'll have a ball until every last human is dead."

 _No._ Tsukune thought, _My family is in the human world. Countless of innocent people, and monsters will die. My friends will die._ Tsukune gritted his teeth and turned to face Hokuto, "No, Hokuto...you won't do this! I won't let you!"

Hokuto smiled as Tsukune ran towards him with his fist cocked back. He spun the rosario along his finger and waited patiently for Tsukune to make the first move, "How do you plan on doing that? By slaying me? Could you? You're all talk." when the rosario was at the peak of it's rotation Tsukune dashed forward attempting to grab it. Sensing this would happen, Hokuto let go of it at that moment. Tsukune sent a left elbow, then a right hook, both attack blocked with little effort from Hokuto.

"Hokuto!" Tsukune yelled as he prepared another punch.

Hokuto smirked and held up his hand which extended and split at the bone and began forming tendrils, "Spare me the melodrama. You're getting on my nerves!" Hokuto pointed his hand out and his bones extended out ward and kept branching out and creating other tendrils. Had it hit Tsukune, he probably would have died. Hokuto had destroyed some pillars in the process and through the rubble dropped the rosario, which landed perfectly in Hokuto's left hand. The two moved back and forth at break neck speeds leaving after images. Tsukune tried to attack Hokuto with everything he had, but the monster was too quick.

 _I've got to stop him!_ Tsukune thought, _Even if it kills me, I will stop him!_ _I must stop Hokuto!!_ Tsukune sent another punch which Hokuto sidestepped. _He's dodging so easily._ Tsukune thought in frustration, the more he missed, the more irritated he became. "Haha, all this power with, but an amateur at best, fighting knowledge." Hokuto taunted, "You're just fighting on instinct, instinct that isn't even your own! You are nothing more than a wild beast..." Hokuto cocked back his monster hand and shot his tendrils forward, "too many openings." the attack only got his shoulder, but Tsukune was still losing a lot of blood. Tsukune tried to keep standing, but fell to one knee from exhaustion, _Damn..._ he stood up but was immediately met by a kick to his gut from Hokuto. Tsukune was again on his knees, but this time Hokuto didn't waste any time to humor him and instead sent his tendrils right away. They bone, claw like tendrils shot through Tsukune's body.

Tsukune was slammed against the wall from the force of the attack and fell to the ground in a pool of his own blood. "Tsukune!" the girls yelled out. Hokuto stood before the human and adjusted his glasses after the fight, "Tch. Finally dead are you? Kept getting up no matter how many times I knocked him down." Hokuto shook his head and turned around to walk away, "I wasted precious minutes because of him. I've got to get to that barrier now!"

 _Damn._ Tsukune thought, _This sucks. I try as much as I can...but I can't beat him._ _No matter how much I try!_ At that moment, Tsukune heard a voice, _"TSUKUNE!"_ he didn't know how, but it sounded like Moka was calling him. Perhaps he was going crazy from the blood loss, perhaps it was just his conscience telling him to get up. All he knew, is that he couldn't give up. "Wait..." Tsukune called out, "I heard a voice, Moka's calling out to me. So I can't die yet!" Tsukune mustered up his strength and stood up a monstrous aura began to envelope his body. _Hokuto...I won't let you destroy this school. I believed in you once, and I won't let you hurt anyone else!_ Tsukune continued to throw punches and Hokuto would just counter and continuously knock Tsukune down. "I can't let you win!" Tsukune continued to get up and his aura would continue to grow, to the point it was almost as if he was a ghoul again, and his friends took notice.

"Tsukune!" Kurumu called, "You can't keep pushing yourself, you'll just turn into a ghoul again!"

 _But I have to do something!_ Tsukune thought.

oOoOoOoOoOoOoOoOo

 **Ben**

oOoOoOoOoOoOoOoOo

 **Back to the Present...**

"Okay, where to?" Ben asked as he and Moka riding his back, swung and super sonic speeds and would actually shatter glass as they passed by windows.

"THERE!" Moka shouted, pointing to a building.

"Okay, time for a breach and entry!" Ben shouted as he shot another Web Line and kicked his feet forward. He collided with the doors and they exploded open, flying across the room one of them would have hit Hokuto had he not cut it in half, dropped off Moka before landing himself and walking forwards a few steps. "Woo, god damn! The smell of sweat, blood covering the walls, women locked behind some barrier. This place is like a brothel composed of virgins."

"What?" Hokuto asked.

"What?" Moka asked.

"What?" the other girls asked in unison.

Ben coughed in his fist once, "That...uhhh...that sounded funnier in my head. I've been mourning, for like, a week. So...my jokes are probably gonna be weird." Ben looked at Hokuto and pointed at him, "Is this the guy?" the other nodded, "Are you fucking serious? This guy screams 'I'm the bad guy' why did no one figure this out sooner?"

"In our defense he was just an asshat taking Tsukune at the time!" Yukari mentioned.

Hokuto sighed at the sight of Ben, "So, the human came out of his cave. I have no intention of of spending a bunch of energy against you." Hokuto shot his tendrils at Ben who ducked and weaved between them like an expert. He followed his Spider Sense until the very end and shot a Web Ball at Hokuto's face, "Shit!" the webbing blinded Hokuto and he had to retract his tendrils so he could cut the webbing off. When Hokuto did so he saw Ben throwing a Superman Punch, and his fist was already right in front of Hokuto's eyes.

"FUCKHEAD!" Ben shouted as his punch collided sending Hokuto across the ground. Ben rushed up again and began to pummel Hokuto with all that he had.

"ENOUGH!" sacrificing a punch to the gut, Hokuto shot his tendrils when Ben was too close to avoid them and stabbed him through his stomach and shoulder and leg.

"GYACK!" Ben coughed out his blood on Hokuto's face. Hokuto then lifted Ben up amd slammed him to the ground, "Fuck, why am I the one always getting stabbed around here!" he lied down and tried to get up, but Moka stopped him.

"Hold it here Ben, Tsukune, I'll handle this." Moka said while fixing her hair.

Hokuto frowned as the vampire approached him, "What happened to Kiriya?" he asked, trying to stall for time.

Moka tilted her head in confusion, "Who?"

"Kiriya, the dude that was choking you out." Ben groaned on the ground.

"Ohhh..." Moka slammed her fist into her palm in realization on who Hokuto wss talking about, "See, I don't remember names...I remember people by how much of a pain in the ass they are to me, so Kiriya, half the teachers, and Ben are all kinda the same to me."

"Thanks..." Ben groaned.

Hokuto sighed, "He was supposed to guard you. What did you do to him?"

"Hmmm..." Moka tapped her chin with her finger, "Well, Ben drop kicked him in the face, then he got kicked in the face by me and earned a broken humerus bone from Ben." Moka smirked, "You're the only one left Hokuto."

"Why?" Hokuto asked, "Why are you all trying to stop me? Especially you Tsukune, why would you want to save the academy?" Tsukune coked his eyebrow in confusion, "After all...you are human."

"What?!" Tsukune asked. Hokuto chanted something and a glyph appeared beneath his feet. A light began to shine and Hokuto began to be teleported.

"I have many reasons to destroy this school Tsukune, so don't get in my way." Hokuto said menacingly as he was being transported.

Moka clenched her teeth in frustration, "Not good enough." she said as she ran to the light. Tsukune soon followed, leaving Ben on the floor.

"Ah, shit." Ben said as he slowly got up, "The party left without me." he said to try and brighten his mood.

"Ben!" Kurumu shouted, "Get us out! We have to help Tsukune!"

"I don't know magic." Ben defended, "Headmaster!" he rushed over to the man and webbed his wounds to stop the bleeding.

"Ben..." The Headmaster said slowly, "You have to help stop Hokuto, if he opens the Great Barrier all of life we know it will be destroyed, humans and monsters fighting in an all out war."

Ben clenched his teeth, _What do I do? Where do I go?_ "Wait...Headmaster, would you say that this event would be a reality shattering event!?"

"Yes, our world will be in an all out-" Ben placed his finger to the Headmaster's mouth to stop him.

"That's all I had to hear...I need to make a phone call."

oOoOoOoOoOoOoOoOo

Tskune and Moka landed in a large, cold, pitch black room. It looked to be deep underground, "Where did Hokuto go?" Moka muttered as the two could only walk straight.

"I WARNED you." a bright light shone and behind Moka and Tsukune was Hokuto at the center of some console, "You two have become such thorns in my side! Deep in the bowels of the school is the Altar of Everlasting Darkness." he explained, "This is the heart of Yokai Academy." Moka and Tsukune quickly rushed towards Hokuto. Hokuto began to tap some things at the console as he complained about the current events, "My plan was flawless. Or, so I thought. I organized the anti-schooler, masterfully manipulated you into helping me steal the Rosario of Judgement. All to destroy this academy!" Hokuto sighed, "But some things I couldn't count on, my first miscalculation was you Tsukune. I thought there wasn't a chance of you fighting your way this far. Then I thought Kiriya would be able to handle Moka. And finally-"

A weird orange colored portal opened up and jumping through it was Ben Reilly, "WOO! Not to worry love, calvary's here." he then pointed to Hokuto and winked his lens. Hokuto responded an exasperated sigh.

"Wait...where the hell did you come from?" Moka asked.

"Oh, I just became a master at the mystical arts in the fourty-five seconds you guys were gone." As Ben said this a bright light shone from Hokuto at the alter.

"It doesn't matter now! I've already placed the rosario in it's place!" Hokuto stated triumphantly, "The Great Barrier is dissolving as we speak!" sparks flew from the alter and the three could feel shaking all throughout the academy.

"Wait, don't tell me you guys let him monologue while he was CLEARLY getting doomsday ready!" Ben criticized. Moka and Tsukune just kinda...rubbed the back of their necks as they realized that this one was definitely on them, "Geez, guuuuys."

oOoOoOoOoOoOoOoOo

 **Earth...**

In the human world, specifically in the same city where Ben and the Newspaper club had visited, lightning and heavy winds surrounded the area as the academy flicked in and out of view. SHIELD agents still stationed in the city took notice, "Hey, what the hell is that?" one called out.

"That looks like it could be trouble, do we have any Avengers on standby?" another asked.

"No! Get Coulson on the phone, await his orders!"

 **New York...**

Kaine sat in a chair with his feet resting on a table. He had a book covering his face, catching the first rest he's had in a while. Suddenly, before he knew it, boots were dropped on his groin to wake him up, "Aw, fuck. What the hell, Blade?"

"Get up. We have an issue." Blade said as he got his van ready.

"Issue? What issue?" Kaine asked as he put on the boots and his green jacket.

Blade turned the laptop to a SHIELD feed that showed a large building popping in and out of existence in the middle of Japan, "I got this message from Coulson, he figured it was supernatural...It is." Blade continued to get things in his van ready, "That building is a school for monsters called Yokai Academy."

"A monster...school?"

"Yes, it was part of the ancient peace treaty held by monsters and humans centuries ago. Monsters continue to live in the human world it they wish, but they must undergo lessons to teach them about...coexistence. If that school gets found out by the humans, then it will be an all out war between humanity and monster kind. Strange should already be on the scene, all we have to do is take care of any potential threats that escape from the monster world into our own." he explained.

"Okay but...that's in Japan, how do we get there?" can asked while still trying to wrap his head around the situation.

"Jersey."

"Jersey?"

"Jersey. I know of a warp gate." Blade then hopped in the front seat and started the engine.

Kaine rubbed his head, it felt as if he was getting a migraine, "Warp gate? Jersey? School for Monsters? What the fuck? I bet Ben doesn't have to deal with this shit."

oOoOoOoOoOoOoOoOo

"Stop this Hokuto!" Tsukune shouted, "This is wrong!"

"Enough Tsukune." Hokuto threw his hand to silence the human, "You won't ruin this moment for me. I've been waiting too long for this. The academy's past, and it's future. In this instant it will all vanish!" he smiled, "All my waiting...all my scheming...at last my time has come!"

"AND SO HAVE I!" Ben shouted as he threw a punch against Hokuto's face. Hokuto went to backhand Ben, but he ducked and countered with two punches to Hokuto's gut. Ben then pulled Moka via Web Line which she followed up on by kicking Hokuto in the face and sending him through multiple pillars. "Okay, is it possible to reverse the process?" Ben asked.

"Yes." Moka replied, "We still have time." the three huddled around the console and started to think of ways they could reverse the process.

"Get...out of my way!" the trio turned around to see Hokuto getting off the ground and removing the rubble with ease, "Didn't I tell you? This is MY moment. MY SINGULAR MOMENT! I will not let it be spoiled by weaklings and their pet human!"

"Rude." Ben said, "Tsukune is obviously on equal footing as us."

"I was referring to you, imbecile." Hokuto groaned out. Hokuto's aura became stronger than it ever had felt before. _Shit, Spider Sense is going crazy!_ Ben thought and gripped his head in pain.

"Why Hokuto?" Tsukune asked, "Why are you so desperate to destroy the academy?! Why take it this far?"

Hokuto wiped the blood from his forehead and unbuttoned his shirt before throwing it off, "You could never understand Tsukune. You've had a wonderful protection here haven't you? Under the protection of your...little friends." When Hokuto removed his jacket the three gasped in shock when they saw a Holy Lock around his wrist similar to Tsukune's.

"That's...that's a Holy Lock!!" Tsukune blurted out and grabbed his own wrist, "The same as mine? But how? Don't tell me...Hokuto, you...you...you're a-"

"Congratulations Tsukune." Hokuto laughed, "You figured it out." Hokuto then used his strength to rip the Holy Lock off his wrist and gave a smile to Tsukune, "I too, was once human."

"Fucking traitor." Ben said under his breath.

Hokuto then began to transform, his bone's coming out of his skin and forming more bones on top of them, like how he did with his hands but with his whole body. "Don't begin comparing yourself to me though, Tsukune." Hokuto said in a monotone voice, "I had to fight through this hellhole alone. I pushed my mind and body to its limit ALONE. And the only way to survive this place...was to turn into this." the trio didn't move as they waited for Hokuto to transform, if Ben was being honest he was shaking a little bit, _Well...this is definitely not your typical monster of the week._ he thought. "I'll never forgive the place that turned me into this...this thing! This hideous, horrifying monster. THAT'S WHAT'S BEHIND ALL THIS! The dream that would keep me alive this whole time--REVENGE!" his transformation complete the trio saw what he was, a boney dragon looking monster with his upper torso being still visible as the rest of his bones formed the test of the gigantic body. Like a dragon it had a long, boney tail, a large body, what looked to be an upper mouth for a dragon coming from his shoulders and eight arms that had blades coming off them to look like wings.

"Heh, check it out," Ben said slapping Moka's shoulder, "It's got wings."

Moka turned her head to Ben with a face of disbelief, "Ben, focus!" Moka felt a buzz at her head and all it told her was to move.

"Spider Sense! We gotta move!" Ben shouted. Hokuto began rotating the the wing blades all around and cut a massive area. The blades would go through the pillars and would likely have cut Ben in half had he been hit. When Hokuto stopped moving there was a lot of dust and rubble.

Tsukune gripped his side as he stood up, seems he had been hit by the rubble, but not from Hokuto's blades. "What the hell happened?" he asked. Through the dust he saw a form lying on the ground, "Moka!" he shouted. Moka lied on the ground gripping her left knee, she had been cut deep and was losing blood. "Moka, I'll help you!" Tsukune went to lift Moka up, but she slapped his hand away.

"Out of the way, just stand back." she grunted as she stood up, "You can't handle this, I'll distract him, you run away."

"What!?! You can't," Tsukune pleaded, "you're hurt!"

"Listen, Tsukune!" Moka swallowed the lump she had welling in her throat, "This is what the other Moka wanted too. It was her determination to save you that gave her the power to release me...despite the risk she brought herself." Moka gripped her broken rosario a slight tear dripped off her cheek, "She's an idiot...but I made a promise. Tsukune, I will protect you." Moka felt a strange soft pressure around her knee and she looked to see Ben had shot some webbing on it as he managed to find them.

"Thank god I found you two. I was worried I'd have to exert a lot of strength to lift this shit up." he said with a happy tone, "Hey, I'm coming with you."

"No Ben, you stay here with Tsukune-" Moka stopped mid sentence as Ben flicked her forehead.

"You're so stubborn, that's probably your worst quality...well, also your best." Ben chuckled, "Sorry Moka, this guy wants to have humans and monsters kill each other. That means my friends will all be caught in the fray, innocent bystanders will be killed. With Great Power Comes Great Responsibility. So, since I see no other heroes here, that makes stopping this guy my responsibility. Besides," he chuckled, "if I die and go to hell, I wanna make sure I see this fucker in the torture chamber next to mine." Ben nodded, "Alright, let's do this." Ben shot a Web Line and swung forward while Moka dashed forward.

Hokuto focused on the more intense threat that was Moka, "Choosing to attack me in such an injured state. This is just pathetic!" Hokuto moved his blade wings again and cut Moka's shoulder.

"MOKA!" Tsukune shouted, "Damn it...I can't do nothing!"

Hokuto laughed as Moka kneeled on the ground clutching her shoulder, "No one can stop me, DIE VAMPIRE!" Tsukune dashed forward and was going to take the blow for Moka, but both felt something tug against their back and pull them away.

"I told you didn't I? This is my responsibility!" Ben yelled out proudly. Hokuto grunted in frustration and swung one of his blades again, however, surprisingly, Ben caught the blade with his hands and was currently using his strength to keep it from cutting him in half.

"BEN!" Moka and Tsukune shouted.

"Stay back! He'll go for the two of you! I'll wear him down!"

"HAHAHA!" Hokuto laughed as he applied more pressure to the blade causing Ben to widen his stance a little bit, "You? You're going to wear me down? Why can't you understand this...you are just a lowly human! At least Tsukune has vampiric blood, but you? You are nothing but a clone!" Ben's lenses widened as he heard this, "That's right, I know a lot about you. I've had my eye on you for some time now. You are Ben Reilly, American. You are a meta-human and you have spider-like abilities. You got said abilities from your genetic template, a 'hero' named Spider-Man. You are a fake, nothing but a synthetic recreation of the real thing!" every time Hokuto belittled Ben, Ben had lost ground and was currently on one knee trying not to be crushed by the blade, "I will not lose to a human, especially not one that is some clone that runs around in tattered clothes PRETENDING to be Spider-Man!"

"You're right..." Ben said as he lost some more ground, "I am a clone. Everything about me is synthetic. My hair, my body, hell with all the things about me that are fake I could be an E-girl." he chuckled, "But I don't care about that anymore. I had a lot of time to think about it, and I realized instead of bitching about my brother's death, I need to do my best to preserve his memory! I have some big shoes to fill, but I know I can do it because I am his clone! So from now on, I am not 'some clone' that THINKS he's Spider-Man, no...from this day forth...I. AM. SPIDER-MAN!!" Ben began to lift the blade up and even went back to standing, "And I'll be DAMNED if my first day on the job involves me losing the world!"

"How is this possible?" Hokuto asked, "I am far stronger than you, how is this happening!"

"Hey," Ben chuckled, "you know, if this was an anime I'm sure now is about the time the opening theme plays for the protagonist." Ben then used his strength to crack the bone blade and break it off of Hokuto's body, causing him to scream in pain, "Oh, sorry. You don't like boneless wings? Don't worry, I'll give you a free serving of Bone In!" Ben grunted as he stabbed the bone blade back into Hokuto's side breaking several of the rib pieces in the process.

"What the hell is going on?" Moka asked herself, "Why is Ben...acting cool all of the sudden?"

Hokuto sent another Bone Blade down to strike Ben, but Ben dodged and ran along the blade, dodging the other swipes from the other blades. Ben then shot a Web Line and swung off Hokuto, but used his momentum to kick him in the face. Ben continued to swing all around Hokuto's massive body and kick him when he had the chance. "What is he doing?" Tsukune asked. He saw a shimmer and realized that this was a part of Ben's plan, "Get up Moka, he's gonna need us!" Ben swung around Hokuto again and let go of his Web Line. Hokuto saw his chance to strike and swiped with one of his wings, but like being denied candy, Ben was swiped in mid air by Tsukune of all people (who took a bit of the hit) and landed perfectly fine just a couple of meters away.

"Hahaha! YES! Well done Tsukune!" Ben praised as he patted the boy's shoulder and hugged him, "Man, that was a close shave, damn near pissed my suit." Tsukune chuckled and helped Ben to his feet.

"Fools!" Hokuto grunted, "You are only delaying the inevitable!" Hokuto moved forward, but found himself stuck, "What?" he tried to move around, but found himself ensnared, "Web? But how-?"

"Yeah, having our fight be in a super dark place with low light was probably a miscalculation on your part." Ben taunted as the webbing caused Hokuto to fall, "Now Moka!"

Moka smirked, "The both of you are nuts." Moka dashed forward.

"You can't defeat me!" Hokuto shouted, "I've put my life on the line for this. You don't have my hunger...I won't lose! You can never hope of defeating me!"

"Sure we can," Moka smirked as she got closer to Hokuto's face, "You're all alone, and the hope, and the responsibility given to me by others...is far stronger than your pathetic hunger!" Moka spun in mid air to giver her kick momentum and slammed her foot against the side of Hokuto's face, "It's over Hokuto!"

"How?" Hokuto asked as blood flew out of his mouth and he flew across the large room. Dust covered the room as Hokuto flew through pillars with a force so powerful his bones came flying back. One was flying at incredible speeds and nearly domed Tsukune, but Ben caught it inches from his head.

"Even." Ben said as he tossed the bone shard away.

Moka smirked and fixed her hair as she landed and waited for the dust to settle completely. Across the room, against a knocked down pillar was what remained of Hokuto, his torso and boney legs, the rest of his form destroyed. "I...almost feel sorry for him," Moka said with a frown, "he was once a harmless human like you Tsukune, then one day somebody injected him with monster blood, like I did with you." Moka looked around at the mess and at Ben who tossed his mask and spat out some blood, "But the power ran wild inside of him...and he let it. Something you haven't gone through...yet. In the end, that is what weakened him."

"Damn..." Tsukune said with his lip trembling, "To think he had been human...if we had met under different circumstances, perhaps we could have been friends."

"It's too late...Tsukune...too late for everything." Hokuto grunted. Just then, the alter began to shine a light brighter than before and the tremors that happened earlier became more violent. "The barrier is vanishing, and soon...annihilation! Everything is going according to plan...the curtain shall fall."

"Ha!" Ben laughed, "Nah, this ain't it chief."

"What are you talking about?" Moka asked.

"See, before I got here I made a call to my 'best' friend, Doctor Strange. Turns out he was aware of the situation and said he was gonna buy us time by holding the barrier himself. So while we may be flickering in and out, we still have time to do this."

"What?" Hokuto asked in disbelief.

"What's the matter Hokuto? Didn't expect a human to call upon the Sorcerer Supreme?"

"GUYS!" Moka, Tsukune and Ben looked behind them to see Kurumu and the others free from their imprisonment and have arrived to assist, "We have to seal tthe barrier, who knows how long we have!" Yukari shouted. They all landed and Kurumu was the first to hug Tsukune when she saw he was alright. "So, a barrier's power stems from a sorcerer, so the same should be the same with the great barrier. Assuming we all pool our energy in it, the barrier should seal!"

"You're amazing Yukari!" Tsukune said with awe.

"So...we just release our energy here?" Mizore asked pointing at a pedestal and Yukari nodded.

"I should help too!" Tsukune declared before being pulled back by Ben.

"You're pretty weak from using your ability too much as is, bud. Keep back." Ben patted his shoulder and smiled, "But you did a hell of a job out there."

"This should be easy right?" Kurumu asked as she got ready.

"Anything for Tsukune." Mizore announced.

"Let's do it guys!" Yukari announced and the five girls all placed their hands on the pedestal, however there were complications.

"What's going on?" Kurumu asked, "It's like...my soul is being sucked into a bottomless pit!" Sparks began to fly and heavy wind was heard as the five girls gave their all to close the gate itself.

"This...may be too much for us, now that I think about it." Yukari mentioned, already getting weak from losing her aura, "I think...I'm gonna..." Yukari fell down and fainted from losing so much power. One by one each of the girls fell.

"Damn it all!" Moka grunted. Suddenly, by her side was the American.

"Well, guess I have to give what little power I have. But I promise I'll give it my all!" Ben had a determined look in his face as Moka began to collapse. She was caught by Tsukune who smirked.

"Tsukune, no! You can't," Moka pleaded, "You've already lost too much energy!"

"Hokuto said..." Tsukune started, "he wanted change. To end the violence. Go bring peace to Yokai. I heard him! Somewhere deep inside, I think he meant it. I'll make that dream come true, I'll do whatever I can..." Moka was at a loss for words, even Hokuto was in shock at what he was hearing...Ben was in serious pain, but he kept his hand on the pedestal, "...even if it takes my life!" Tsukune placed his hand on the pedestal with Ben and a bright light surged in the room as his aura was absorbed.

"This...is why I started working out." Ben chuckled, "Because, even you have become stronger than me."

"Pathetic fool." Hokuto smiled, "Pathetic loser!" he stood up and began walking towards the two humans, "So naive, you're too soft Tsukune!"

" _Aw, fuck...it's a necromorph from Dead Space._ " Ben quipped in english. "Hey, anyone who has enough strength, you wanna like...slow him down?" Ben asked. He almost fell from losing so much energy, but his adhesive abilities kept him attached to the pedestal and he slowly got back up, "Nope, not giving up." he grunted.

The girls moved to intercept Hokuto, but he simply knocked them out of the way. Hokuto now stood face to face with Tsukune while Ben was barely holding on. "It's weird," Tsukune mentioned, "Staring at you face to face like this...it's just like when we first met. Do you remember, what you promised me?"

"Tsukune...I...I'm out of...it..." Ben collapsed from exhaustion, but Tsukune kept going.

"You said," he grunted, "that's we'll join forces to change this school. Even now...I still believe that you'll keep that promise." Tsukune said with a smile. Tsukune finally lost his strength and began to collapse, but Hokuto had caught him and kept Tsukune's on the pedestal, as well as his own.

"It seem, there was something I misunderstood." Hokuto smiled as his energy was transferred to the pedestal, "It wasn't dumb luck that kept you alive in this school for monsters." Hokuto then removed the rosario from the pedestal and handed it to Tsukune, "I think you're right...had we met under different circumstances..." Hokuto the collapsed in Tsukune's arms with Moka, Tsukune, Ben and the others looking on in surprise.

Ben did his best to stand up and watched as Tsukune fainted from his lack of energy, "Holy shit...we won."

"Yeah." Moka said lowly.

"Congratulations!" Moka and Ben, along with the other girls turned to find Doctor Strange approaching them, "Oh, little dark in here." he snapped his fingers and lights all along the room began to light up, "So...he's the culprit is he. I must say, you really had your hands full. I didn't think you could do it, but...you proved me wrong. Had this gone on any longer I would have stepped in."

"Thanks for telling us now." Ben mentioned, "Oh, and that's twice now!"

Strange chuckled, "So it is. Well, you saved reality, so...get some rest. Oh, and..." Strange removed the rosario from Moka's neck and fixed the screws and handed the cross to Ben, "There, just reattach it and all will be fine. Oh, and don't worry about your friend, the Headmaster and his henchman will place them in the hospital."

"Wait, where are you going?" Ben asked.

"Problem solved, no need for the Sorcerer Supreme to be here, especially not when I'm a human. I'll just make matters worse. Good luck on your coexistence kid."

"Um...okay, bye." Ben waved. He whistled to get Moka's attention and tossed her the cross, "Well...I don't know about you guys, but I'm really fucking hungry, so while you all go visit Tsukune in the hospital, I'll grab something to stuff in my mouth."

"I'll join you, I've seen enough of him already, and he's safe so...I deserve some food for my troubles." Moka said as she stretched out.

oOoOoOoOoOoOoOoOo

Several days past, it is now October 28th, Tsukune made a full recovery as did everyone else that wss injured. Moka found out Ben lost a lot of blood during the battle and accidentally drank to much, causing him to pass out, and the girls all gave Tsukune a big hug when he came too. Ben didn't get any of that, even though he fought just as hard, the girls didn't thank him, but he didn't care, it didn't matter. What mattered was that everyone was safe. _Hopefully things will be peaceful from now on._ Ben thought, but immediately frowned, _Well...they would be if I didn't find out that Hokuto is now missing._ _Wherever he went...I hope he remembers what he's done...For Tsukune's sake._

"Guys!" Moka called as the fireworks for the festival started to go off, "You know...thanks to you Tsukune we get to watch these." Ben chuckled when he heard that. **_Well...him among others._**

"Come on Tsukune," Ben said as he wrapped his arm around Tsukune's neck, "you could hang out with these beautiful ladies any day of the week, let's spend the day just you and me."

"Huh?" Tsukune couldn't say anything because he was already being pulled by Ben.

"Did...did we just get rejected because of Ben?" Kurumu asked, "Well...I'm bot taking this lying down, come on girls!"

Yes, it seemed things were back to normal, and for the first time in a while, Ben, Tsukune and their friends can finally relax.

Well...maybe.

 **To Be Continued...**

 **A/N: FUCK YEAH! I got this done! I got my AA. Life is good fellas! Okay, so the next chapter will start the final arc...the festival arc. We're almost there lads. Okay, so we know that Ben has accepted the responsibility to be Spider-Man...but will he be brave enough to confess to Moka like he promised? Find out as we start meeting parents next chapter!**

 **OK, real talk, the cover art for volume 8 is absolutely gorgeous! Like, I'm Inner Moka all the way, but fuck, Volume 8's cover makes me want to be a Ruby follower. Also Volume 9's iteration of Inner Moka, after being gone since like halfway through volume 7 is different. She doesn't look like the other times she showed up, but she still looks sweet and that's pretty cool.**

 **Leave a review, PM for questions, and keep a look out for the next entry.**

 **Laters!**


	27. Festival Arc Part 1

**Maximum Carnage:** **Season 2 fam. This is still season, but I appreciate your enthusiasm.**

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 **Festival Arc Part 1**

 **October 29th, the first day of the festival...**

oOoOoOoOoOoOoOoOoOo

 **Ben**

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Ben walked up to the second floor of the school, it was already bustling with students, but that was to be expected. He took a deep breath and entered the Maid Café that was set up by his class...something about a unit on maids because they are all the rage in the human world. "Well, here we go." Ben walked in and was greeted by the girls that were helping out.

"Oh, it's Ben!" one of them called out

"BEN!" the others cheered.

"Okay, do you know what you're in for?" a girl asked as she grabbed Ben by the arm and brought him to the back.

"Uhhh...no, I have no idea. I do clothes not makeup." Ben began to get worried when they sat him down and began doing his nails, "Ohhhhh...On the bright side my nails have never been more beautiful." while one girl did his nails, another girl began his makeup to make him look more girlish.

"A little blush, have this fade into your neck..." the girl actually made Ben look pretty. _Oh no._ Ben thought, _There is a problem if I look at myself in the mirror and say, 'oh yeah, that's hot'._ The girl then gave Ben some false eyelashes and held up two different colored eyeliner, "Scarlet red...or cobalt blue?"

"Blue...red for lips." Ben replied.

"Good choice. By the way, do you know your role?"

"Role?" Ben asked, "No. What does that mean."

"You're gonna be the the sweet tomboyish maid that likes the boys but is too boyish to notice their affections." the girl replied.

"So...I'm a guy?" Ben said as he just didn't quite understand.

"No, tomboy. Now pick your wig." Ben grabbed a short red headed wig, "Good choice." Ben finished putting his maid outfit on and the girls gave him one finishing touch.

"What are these?" Ben asked as he was given two smaller balloons filled with oobleck. The girls just smiled and raised their eyebrows knowingly, "Oh..." Ben pulled out the neck of his maid blouse and looked down, "so that's what the bra was for, huh." he gulped, turned around and added the balloons. "Okay, how do I look?" he asked.

"With the voice!" one of the girls called out.

Ben cleared his throat and asked again in his best, female sounding voice, "Okay...how do I look?"

"Yeah, own it sister!"

Ben cleared his throat and struck a pose lifting up his arms like he was flexing, but didn't actually flex, "Would you come by our maid café and cheer me on? I'm sure I'll do better if you do. Aha!" he finished by poking his cheek with his index finger and his tongue slightly sticking out.

One of the girls walked up to him and placed her hand on Ben's shoulder, "Very nice!" she said with a a thumbs up, a smile and, oddly enough, a bloody nose. "Now get out there and promote our café, you have work duty tomorrow!" she ordered and smacked his ass on the way out.

"I feel like an object." Ben said while he walked out in full outfit to the stalls, "But...I mean, this is no different than cosplay. I'm just getting in character." he took a deep breath and pepped himself up by hitting his head a few times, "Right!" he said in his girly voice.

oOoOoOoOoOoOoOoOo

 **Meanwhile...**

Moka, wearing a beautiful redish pink yukata with white highlights, sat at the stall her home room teacher had set up. "Catch a goldfish! Come catch a goldfish! We have ring toss too!" the booth became quite popular, but not for the reason it was supposed to. No, people flocked to the booth because they were captivated by Moka's stunning beauty.

"Now THAT'S cute!" one boy shouted at the sight of Moka.

"I'd catch that!"

"She's so hot!" the crowd began to form and soon Moka was completely surrounded by young boys hopelessly wondering if they'll get a piece.

"Wow," Nokonome said with a smile, "guess the stall is a huge hit! The goldfish game is the best game ever!" the irony of the situation is that nobody was even participating in the game, they were acting like tourists and just took pictures of Moka with their phones and cameras, "No wonder everyone is crowding around." Nekonome smiled, drool dripping down her face, she was clearly only thinking about the fish.

"They aren't scooping the goldfish!" Moka yelled to try and get someone to help her out of that crowd, "EEP! Someone grabbed my butt!" Moka was freaking out, she felt like she wwas gonna have a panic attack. **_Just calm down. Deal with this for now, but if we find the person who touched us, I'm breaking his arm!_** Suddenly Moka felt pressure around her wrist as she was pulled and dragged out of the crowd. Looking at her captor she saw that she was in fact being saved by Tsukune, "Tsukune?"

"I got someone to watch the booth, let's go!" Tsukune said as he continued to run for the exit.

"Hey, she's getting away!" a majority of the crowd left and what remained were mostly alumni.

"Some fine looking foxes this year." one of the alumni, a skinny blond guy, had mentioned. His friend, a tall, bald fucker wearing a baseball jersey and had a tattoo that went from his face to his lower left bicep, and a pencil thin mustache, smiled. "It was you that grabbed that gal's ass, huh? That's a no-no. We alums aren't allowed to harass the students."

"Oh really?" his friend replied in a tone that signified he didn't really care, "Hey, I came to my old alma mater to play. I expected to be entertained. What the hell else is a festival for?"

Back with Tsukune, he and Moka had managed to lose the sights of the bloodthirsty crowd by hiding out in a stairwell, "I can't believe it," Tsukune said trying to catch his breath, "to think, dead all day and then you man the stall and BAM! Huge crowd!" Moka chuckled slightly, "This festival sure is exciting." Tsukune said as he looked at the massive crowd down below, "I didn't expect so many alums and all in human guise like the rules say. Hard to believe they're all monsters...It's just like Hokuto had said." he smiled at the bustling crowd.

"You know," Moka said softly, "I've never done it...goldfish scooping I mean. I hardly ever got to go to fairs when I was a kid...so...I'm really glad to be here." she gave a sweet smile that made Tsukune's heart skip a beat, "Also, I always wanted to come to a fair with a friend."

"Y-You look really..." Tsukune struggled to say something, but his words caught Moka's attention, "Uhm...I mean...your yukata..." Moka got the gist of what he was saying which caused the two to be silent as their faces brightened up and their hearts beat so loud you would think it was the beat to a song in DDR. **_My god the two of you are pathetic! If you are going to do something, then do something_** ** _!_**

"Ts-Tsukune..." Moka stuttered, "I want to ask you...tonight...if you want..." she looked up to Tsukune and even he seemed to be completely stricken by her beauty, "you could spend it...with me."

"Spend it with you? Whatever did you have in mind Moka?" the Moka and Tsukune nearly jumped out of their skins as Mizore just appeared out of nowhere, "You know the rules." she said while shaking her head.

"Whoa, Mizore--What?" Tsukune asked as he tried to figure out where she came from.

"And YOU Tsukune, no different from the other hounds out here. A girl flashes her yukata and you start begging." Mizore added.

"And who are you to talk, stalker?!" Moka complained with a pouty face.

Mizore sighed and froze Moka in place, "I need to see Tsukune. I have a favor to ask him."

"Huh? Me?" Tsukune asked with a confused expression.

Mizore shrugged and crossed her arms and rubbed them slowly, kinda like a nervous tick, she was also avoid eye contact. Very suspicious. "Okay, so..." she started, "like, my mom is visiting and she's on my case about wanting to meet you.

"Huh? Meet me? Why-" out of the corner of his eyes, Tsukune could spot an ominous figure staring at the three teens from behind the corner of a wall.

"I think that's Mizore's mother." Moka mentioned. Tsukune gulped and nodded.

oOoOoOoOoOoOoOoOo

Ben walked around the festival in his maid outfit, greeting others and asking them to come visit the café. _Bro, why are these balloons so heavy? They aren't even super big, and why am I wearing a girdle? I'm a guy, my waist wasn't meant to be this thin!_ Ben tried to take a deep breath, but stopped because he felt as if something would break if he did. On the outside he was smiling, but on the inside he was dying. _I just need to find something to take my mind off everything, I'm being too self-conscious._ Out of the corner of his eye he spotted the 'Extreme Sports' club and asked (in his girly voice) if he could borrow a skate board. "Sure, you can borrow a deck," the boy manning the stand said, "but it'll cost ya'." Ben shrugged and begun to reach for his wallet when he was stopped, "Not. That." the boy said with a commanding voice. Ben couldn't take the guy seriously, he was small, scrawny, looked like the most exercise he got was humping his body pillow at night, "Lift your skirt, and present your leg." he demanded.

Ben had to hold back laughter, but couldn't stop his grin, "Sure..." he said trying to keep the girly voice, he lifted his skirt and presented his bare leg all the way up to his thigh, "Is this...good enough." he finished with a wink.

"YES MA'AM!" the boy practically chucked the board at "her" and Ben went on his way.

"Oh," Ben stopped and turned around, " _Thank you!_ " he said in english and blew a kiss to the boy.

"Oh...foreign girls are so hot." the boy said as he slumped into his chair.

Ben took the board and skated around the corner and had a laughing fit, "No-No fucking way! HAHAHAHAHA!" he composed himself and tried to get back into character, "I wonder who else I could fool." in the distance he saw Tsukune and Moka walking with Mizore to a table and a large smirk spread across his face, "Perfect." Ben cleared his throat, and when he saw that Ben was in the middle of something, must have been bad news or shocking news considering the face he wad making. Ben got on the board and skated over to Tsukune, "Oh Tsu-ku-ne!" he called in his girly voice. Tsukune, Moka, Mizore and a woman Ben didn't recognize, turned to face him as he skated over. Ben jumped off the board and let it roll the rest of the way as he fell into Tsukune and wrapped his arms around him, "Tsukune, where have you been? I've been looking everywhere for you!" Ben rubbed "her" head on Tsukune's chest. **_What the hell are you doing?_** It seems Inner Moka knew right away it was him.

"Who the hell is this chick?!" Mizore, Moka and the other woman asked in unison.

"I--Uh...what?" Tsukune was completely dumbfounded, he had never met this girl before.

Ben looked up and gave a pouty faced look, "Don't tell me you've forgotten," he said while twirling his finger along Tsukune's chest, "you promised you'd come see me at the maid café. After all, I am your...girl-friend. Hehe!" Ben finished by poking his cheek and giving a wink.

"Girlfriend?!" Moka and Mizore said in shock. "Hold on now," Mizore interjected and getting out of her seat, "who the hell are you?"

"Oh, I'm..." Ben kept his smile as he thought of the first name that came to mind, "Felicia."

The other woman, the one didn't know stood up and she had this cold, dark aura emanating off her. "I'm sorry," she stated softly, "but do you mean to tell me that you, some bimbo, is getting in the way between my daughter and her true love?" her tone became completely sinister and the tea in her cup shot out and became frozen blades being held at Ben's throat.

"Ah, it's..it's..." Ben still kept his girly voice until on of the blades began going towards his groin, then he reverted back to his normal voice, "AHHH! I'm a guy, I'M A GUY! RELAX!! It was just a joke!"

"Wait, Ben?" Tsukune asked.

"Surpriiiiise." Ben said with a nervous smile. Tsukune wrapped his arms around Ben and let out a loud snort, followed by soft laughter, "You okay?" Tsukune just kept laughing into Ben's shoulder to the point he began to lose breath.

"You...you...hahahaha." Tsukune couldn't enunciate his words, "You really got me! For a second I thought there was a girl, who I never met, that was insisting we were dating! Hahahaha!" **_Yeah, funny how that happens, like the ice one right in front of you._** Ben looked to Moka and then to Mizore before looking back to Tsukune, "You son of a bitch, you gave me a heart attack."

Mizore's mother retracted the ice, "So...you are a man. A friend of Tsukune? Perhaps you are looking for...something else?" the blades shot out again and Ben stopped them.

"Woah, no! Despite how I look right now, I swear to god I'm into woman. I just...lost a bet, so my punishment is to crossdress for the Maid Café." Ben said with a shrug.

"Makes sense that you eventually took that up." Tsukune mentioned, "I mean, dressing up as a girl would at least give a reason for your constant bitching."

Ben let out a snort and shook his head with a wide grin across his face, "Fuck you." Ben cleared his throat and then looked to Mizore's mom, "So by the sounds of it you're Mizore's mom, what's your name?"

Mizore's mom was a beautiful and elegant woman with icy blue hair and eyes to match. She wore a lightly blue tinted kimono and had her hair tied to a bun in the back. Her general looks was just a slightly older Mizore, "I am Tsurara Shirayuki." she said with a bow. _Such a cold aura...I should not piss her off for the time being._ Ben thought, _I mean if I died in this outfit I would be the laughing stock of the hero community!_

Ben looked back at Moka and saw her worried expression. So, like the skilled hero he was, he just slowly stepped away from Tsukune while Mizore's mom talked to him, and moved besides Moka. "Hey there beautiful, you're looking Moka...I mean..." Ben smacked his forehead, "Hey Moka, you look pretty."

"Oh! Ben." Moka said in slight surprise, "You look...stunning?"

Ben let out a snort, "Thanks. I was about to say the same to you." Ben patted Moka's shoulder and smiled, "So, what's the problem, what did the idiot do?"

"Well," Moka said with a said face, "it isn't Tsukunes fault...but Mizore-"

"Yoo-hoo! Hey guys!" Moka stopped when Kurumu, who was rushing towards them surprisingly fast called for them, _I didn't think it was possible for someone with boobs that big to run that fast._ Ben thought. Kurumu picked up speed as she got closer and Ben could already predict what was going to happen, "TSUKUNE!" she shouted as she jumped onto Tsukune and wrapped her arms and legs around him, "Thank god I've found you I've been looking everywhere for-" Kurumu stopped when she took notice of Ben standing next to Moka, "Oh hey, you actually went through with it, huh? Guess I lost some cash." Ben's response was to flip her off. "Anyways," Kurumu continued, "I have someone I want you to meet, Tsukune!"

"Oh Christ, not again." Tsukune said under his breath.

"Mom! Over here!" Kurumu called out and the woman that approached was...well, she was Kurumu if she was a cougar I suppose. She still had the same blue colored hair, but in terms of clothing she was much more daring wearing a maroon, strapless dress with black trim and a white waist belt and a long black coat with fur collar over it.

"Wow, Stacy's mom has got it going on." Ben chuckled. **_You making a stupid joke in that stupid outfit perfectly encapsulates how stupid you can be. Do you have no shame?_** "Ouch...that was kinda hurtful."

Kurumu's mom had a bright smile as she approached Tsukune, "Oh, you must be Kurumu's fiancé right?" she asked, "And those girls there must be the ones you dumped and now won't leave you alone?"

"I liked 'groupie' better." Moka whined.

Ben looked to Kurumu and then to Mizore and he frowned at both, "Moka," he said while getting her attention.

"Oh, what's this? A cute boy dressed as a girl?" Kurumu's mom asked as she walked up to Ben, causing the American to groan in annoyance, "I'm Ageha, what's a cute boy like you doing dressed as a girl? Why not have a beautiful woman like me?" she smiled and licked her lips. Her hand touched Ben's head and his Spider Sense went off alerting him she was doing something to his head. On knee jerk reaction Ben lifted his hand up and grabbed Ageha's wrist, "Ow, what are you-?"

Ben turned to Ageha, his eyes looking quite menacing, "Let's get one thing straight, I DO NOT want you anywhere near my head. If you try to do your little succubus charm thing again," he chuckled before he gripped tighter to her wrist, "I will not hesitate to break your wrist. Now, kindly fuck off." he let go and Ageha and she went running behind Kurumu.

"Kurumu, you're trap friend is mean." she whined.

"Trap?" Ben looked down at himself and shrugged, "Yeah, that's fair." Ageha went back to Tsukune and began doing things like having him fondle her, Moka was clearly disturbed by this.

"Oh, how about dinner tonight." Ageha suggested with a smile and clasping her hands together.

"Mo-om!" Kurumu complained, "Why can't you leave Tsukune alone!"

Mizore tugged on Tsukunes shirt, "Remember, you promised dinner with me and my mom tonight." she mentioned with a tilt of her head. Tsukune looked at Ben and frowned, Ben could tell that Tsukune wasn't looking forward to going with either.

"Why don't we go talk this out." Ben suggested as he led the teens to a different table while Ageha and Tsurara began conversing...apparently they knew each other. "Okay," Ben said as the five of then all sat at a table, "we should get this figured out."

"Fiancé, that's rich." Mizore said making fun of Kurumu. Ben sighed as he could see the battle progressing sooner than expected.

Kurumu got out of her seat and got in Mizore's face, "My mom kept pushing me on the subject...and it just came out like that!" Kurumu turned and crossed her arms with a pout adorning her face, "Besides, I bet that's what happened to you."

"Doesn't matter anyway." Mizore said while grabbing Tsukune's arm, "He already promised to have dinner with me and my mom."

"Oh yeah?" Kurumu asked while grabbing Tsukune's other arm, "Well I bet he thought better of it!" the two kept pulling him back and forth like he was a child's toy. Moka, deciding she had enough slammed her hands against the table in frustration and started to leave.

"Hey Moka!" Yukari called out as she walked up with her parents, "Man, I've been looking everywhere for you guys, I wanted--HEY, wait, MOKA!" Yukari called out but she had already left, "Aw...and I wanted to introduce her to my parents."

Kurumu and Mizore gave their bows to Yukari's parents, and Ben, having seen enough decided to take action. "Hey, Kurumu," he called out, "C'mere." Kurumu walked to Ben, again still in maid uniform, away from the Tsukune and Yukari. Ben then did the same thing with Mizore and he wrapped his arms around their shoulders and began walking away from the group, "Let's talk, yeah girls?"

"Ben," Mizore started, "What is this-"

"Shut up." he interrupted with a harsh tone making the two girls both flinch slightly, "Listen," he sighed, "I love you girls, really I do, you're like sisters to me." he emphasized his point by kissing their cheeks...a motion that was uncomfortable for everybody, "But I leave you guys alone to your own devices and, come to find out...SOME SHIT'S FUCKED UP. What's up with that?"

"Well-" Kurumu tried to say something but Ben smacked the side of her head, "Ow!"

"You two are going to fix this mess. You WILL tell your parents the truth and you are NOT going to force Tsukune to go with you. He will choose who he wants to spend time with, even if it's neither of you."

Mizore opened her mouth, but Ben flicked her forehead, "I didn't even say anything!"

"You were about to!" Ben sighed again, "Look, just...for once, can you girls think about Tsukune's feelings instead of your own?" the two girls looked at each other and sighed.

"Yes Ben." they replied in unison.

"Thank you. Now, if you'll excuse me I still have to promote this Maid Café!" and with that, Ben Reilly was off...but not very far as when he rounded the corner he ran into Keito and who he assumed was her older sister.

"Oh, sorry miss." Keito apologized.

Ben cleared his throat, "Keito...it's me, it's Ben." Keito blinked several times in disbelief, even squinting her eyes to to really verify. Her cheeks puffed out as she tried to hold in her laughter, but it was of no use as she burst out into a hysterical fit. Keito laughed so hard she began to lose breath and had to lean against her relative to keep from fainting.

"What...hehehahahahe...what are you wearing?" she asked.

"This is my apology..." Ben said with a chuckle.

"Mom," Keito called, "this is the boy, this is Ben Reilly, the American."

The relative who, despite he young looks, turned out to be Keito's mother bowed, "A pleasure to meet your acquaintance, I am Shiruku Keito, Himo's mother." she said in a soft, sweet voice. "She's told me all about you."

Ben gave a nervous smile, "Hopefully...all good things."

Shiruku smiled, "Himo, can you go get mommy something sweet." Keito (Himo) nodded and went to a candied apple booth, "Mr. Reilly, why don't you join us for dinner tonight? I'm sure Himo and I would love to have you."

"Umm, I don't-"

Shiruku moved closer, "We would GREATLY appreciate it." Ben gulped, _On one hand my Spider Sense says no, on the other hand if I feel like if I don't say yes the same result will come._ Ben nodded in agreement. "Great, I can't wait to see you." Shiruku gave a sweet smile and went to find her daughter.

oOoOoOoOoOoOoOoOo

 **Later that night...**

The moon shone bright in the sky over the festival and the students and other guests alike enjoyed the nightlife. Others that were planning on enjoying the nightlife were waiting for that certain someone, "Hmm, where is Tsukune?" Ahega asked with a sad face, "I thought he'd be here by now."

Kurumu sighed and looked off into the crowd, "He--He will, I'm sure of it!" shshe said with a nervous smile, "Hopefully Mizore's plan works out." she muttered under her breath.

"K-Kurumu!" Kurumu and Ageha looked to their right and saw Tsukune walking towards them, though he looked kinda sweaty, "Sorry that I kept you waiting." he apologized.

Kurumu smiled and clasped her hands together, "Not to worry! Mom, are you ready?"

oOoOoOoOoOoOoOoOo

Ben, now in his regular clothes, gulped and constantly rubbed his hands as he was in a constant state of unease when he sat at a table to eat with Keito and her mother. _My Spider Sense keeps going off, and I can't tell the reason because there could literally be HUNDREDS if reasons for it to go off right now._ he thought. "So, Ben." Keito's mother said softly as the three walked around the festival, "What are your intentions with my daughter?"

Keito, surpised by the outburst, choked on her drink, "Mother!" she scolded, "It isn't like that...nothing is going on." she replied with a frown on her face.

"I see." Shiruku nodded, "That's a shame." _What's with this uneasy stoic tone she has? It's as if she wants to kill me or...Oh shit. That must be the reason._ "So...you had the gall to lead my daughter on and then break her heart?"

Keito dropped her eating utensils and rubbed her temples in frustration and embarrassment, "Mom..."

"Clearly you show no remorse for what you've done. So tell me, what is it you have done to my daughter to make her fall for you so and then tear that away by telling her you did not feel the same way?" she was being aggressive now, _Obviously she isn't happy but...what did I do to make Keito like me in the first place?_

"Mom, just relax." Keito pleaded, "You're going to make a scene.

"Everything will be fine once he has told me why he would deceive you in such a way." Shiruku said told Keito, "I know what is best for you, and I will deal with this problem accordingly."

"He's not a problem! He's just a boy, he hasn't done anything!" Keito argued.

Ben drank the rest of his tea and cleared his throat to gain the two spider ladies's attention, "Frankly, I don't know why Kei--I mean, Himo likes me. The first time we met I nearly broke all of her legs in a weird, psychotic rage. I let her go and she has been nothing but nice towards me." Ben said with a questioning glance, "I mean, I have never done anything outside of use her connections to the Enforcers for my benefit, I helped her out, but that was because it was beneficial for me at the time. Frankly, I'm an asshole. Her confessing her feelings to me caught me off guard and confused me...so I turned her down. We never had much more going for us than friends or coworkers." Shiruku frowned, but Ben continued anyways, "Your daughter is beautiful, that much is for sure, she's also incredibly intelligent and well spoken...honestly, she could have any guy she wants."

"Except you." Shiruku interjected.

"It's better that way. I leave now and then what? You really want your daughter to follow me to the human world? To one of the most civilian populated areas in the western hemisphere?" Ben argued, "Being with me will just lead to disappointments. Better if she thinks about life a little instead of being fixated on someone from high school. She's got a lot of life ahead of her. Ben's Spider Sense continued to go off, but he still wasn't sure why.

"I see." Shiruku said as she stood up, "He's right Himo...he is no good for you...since he seems to think he knows what's best for you." her eyes squinted in anger as she walked away from the two teens.

"You really believe that...don't you?" Keito asked, "You believe that expressing your feelings to someone at our age is so terrible that you will only live to regret it." Ben didn't say anything, he knew. He knew the consequences, his memories of Peter and Gwen were proof of that. "Whatever has happened before...you can't let the past determine your future. I'm hurt that you don't feel the same way...but at the same time I'm glad." Ben looked up in confusion, "Had I never said anything I probably would have had regrets for the rest of my life. It's better to at least let your feelings known so that...when your time comes, you can leave with no regrets. That goes both for when one's life is forfeit and for you when you return state side." Keito stood up and grabbed her drink and took a long sip from her tea, "You have to let your feelings known Ben...you aren't trying to protect her, you're trying to protect yourself, and either way you will likely get hurt...the difference is that one of those options doesn't leave you with regrets and 'what ifs', instead it leaves you with a path forward." Keito smiled and looked back, "Who knows, maybe in one timeline our paths reconnect." she said with a smile, "And don't break your promise. Tick tock Ben."

Ben slumped down in his chair and let out a long breath of relief, "Geez, she's so wise and ominous...if I didn't know any better I'd think she was Madame Web's replacement." he chuckled. He looked up at the roof top and saw something peculiar. Taking a closer look he saw two figures standing on the roof and the fence that was made to keep from kids "falling" was broken in an area. Once his eyes adjusted, Ben could see Tsukune standing next to Moka and a guy stuck in the tarp of the stall below where the broken fence would lead to had someone been..."Pushed." Ben chuckled, "Fuck, guy can never get a break, huh?" he saw Tsukune lead Moka back inside and Ben got some more tea, "This one's for you buddy." he smiled before drinking it. _Well played._

oOoOoOoOoOoOoOoOo

 **Everyone else...**

Several minutes earlier, Moka sat on the rooftop all alone. Seems as if she was alone at the festival...again, just like her childhood. "Even Tsukune has someone to be with tonight...while I'm alone, like when I was a little girl." she sighed, "I thought for sure I'd get to spend tonight with Tsukune..." tears began to well up in her eyes and she leaned her back against the fence and slid down until she was sitting. Moka a slight pain in her head, like a migraine was coming on, "Ah! Not again!" she said as she gripped her head in pain. The door handle to the roof began to move and Moka got up in a hurry to see who it was, "Tsukune?" **_No! Don't go there!_** However Inner Moka's warning came too late as through the door burst the a bald man, the one from earlier.

The man gripped Moka's face and covered her mouth, "All alone, huh? A fine looking fox like you?" he chuckled, "On a night like tonight you need somebody to show you a good time." he said with a lick of his lips. Moka's eyes widened in fear at what she was hearing and she tried to break free of the man's grasp to no avail.

Moka was finally able to push away, but she still had nowhere to run as he blocked the only exit, "You-You don't want to do this," Moka warned as she gripped the bars of the fence, "I'll scream!"

"Heheh," the man laughed, "Go ahead, who will hear you? Everyone is enjoying the festival, they only care about having fun." the man got closer and closer and gripped in chin and Moka recoiled slightly, "Oh, the more I see you the tastier you look. Out in the human world I can't get any so I was really looking forward to scoring tonight."

 _Oh no!_ Moka thought, _I-I can't do anything. It's hopeless!_ ** _No, no! Don't give up, this is OUR body, fight back or something!_**

"Looks like it's my lucky day!" the man laughed as he began to forcibly remove Moka's yukata.

"NO!" Moka shouted, "TSUKUNE!" suddenly the door burst open and Tsukune came rushing towards Moka. The man had no idea what hit him as Tsukune shoulder rammed the creep through the gate and down to the stall below.

Tsukune blinked a few times and recoiled in shock, "Shit, didn't mean to shove him through." he said to himself.

"Tsukune!" Moka cried, "Why are you here? Aren't you supposed to be at dinner with everyone's moms?"

"I was, but...I had a prior engagement." Tsukune said, rubbing the back of his neck. Moka tilted her head, she looked a little confused. **_You sweety, he wss talking about you._** "Well, I promised you this morning didn't I? You did ask me first after all."

Moka's eyes began to tear up, "Oh, Tsukune. You did remember." she then gave a sweet smile.

oOoOoOoOoOoOoOoOoOo

Meanwhile, Kurumu and Mizore had a bit of a...mishap. Mizore had a plan to fool their mothers for the night by making ice clones of Tsukune and having each one go with the other. The problems started to arise almost instantly as it was a little hot during the festival with all the food stalls and such, so it constantly looked like the clones were sweating. The plan was to stay away from each other, but then something happened and both girls ended up running into each other when they both had a Tsukune clone. Seeing the jig was up, Mizore broke the illusion and destroyed both clones, forcing the girls to spill the beans on what happened.

"Are you stupid!" Ahega yelled out, "All this time and you couldn't win the boy, and you had to lie to me? Kurumu...I thought I raised you better than that."

"You too Mizore." Tsurara added, "You easily should have beaten this bimbo's daughter."

"Bimbo? Do you want to go, Tsurara?!" Ahega shouted, getting in Tsurara's face.

"It'll be the same as always you balloon with legs!"

"Woah, what the fuck is going on here?" Ben asked as the two girls were on the ground while their moms scolded them and argued with each other.

"We were found out." Kurumu frowned, "But...we told them everything."

Ben smiled and helped the two girls to their feet, "You know, I meant what I said, about you two being like sisters to me." he wrapped his arms around both their shoulders, "Look, I've been a bit of an ass to you two today, but...I'm proud of you. You two really did the right thing today, so...how about something to eat, my treat."

"Really? Your treat?" Mizore asked. "Yeah, okay." she agreed.

"Totally. Oh! How about some Takoyaki balls?" Kurumu suggested as she licked her lips, "And some candy apples and ice cream."

"Geez relax, you eat too much of that stuff you'll have a heart attack, and I don't think I'll be able to perform CPR with boobs as big as yours." Ben joked. The three laughed together as they walked around and got food to eat, overall, a pretty decent way to end the day.

 **To be continued...**

 **A/N: Part one done, Part 2 soon, hopefully. Have you guys played Bloodstained yet? It's fantastic, try it out when you get the chance.**

 **We're that much closer to the end boys!**


	28. Festival Arc Part 2

**Festival Arc Part 2**

 **October 30th...**

A young woman, around 17 or 18, sat in a seat of a school bus that was said to take her to a mysterious school where she would, hopefully find her cousin. Kyoko Aono, cousin of Tsukune Aono. A pretty, young tomboy, physically she looked much like her cousin, similar haircut, similar facial features as him. The most notable difference (besides the obvious) was that she wore a broach in her hair and, somehow, she was dumber than Tsukune. She wore a crimson red sweater and a denim skirt with a white belt. She also wore mid calf high socks and a white band shirt. "This academy is so mysterious." she said to herself with her thumb and index finger to her chin, nodding lightly, "Too mysterious. Something is definitely strange here. Whatever it is," she had a look of determination as she fist pumped, "I'll be sure to bring my cousin home!"

"Ahem," the always mysterious bus driver coughed to gain the girl's attention and then took a long puff from his cigar, "Ms. this is the stop." he said as smoke blew out of his mouth.

Kyoko stepped off the bus and clutched an envelope in her hand, "So this is Yokai Academy...very suspicious, TOO suspicious." she said while darting her eyes back and forth.

oOoOoOoOoOoOoOoOo

Moka, Yukari and Tsukune walked around the festival as neither of them had to take care of the stall today. They had gone together to get ice cream and look at the other stalls, "Woah, wait..." Tsukune said with a smile, "you have a sister?"

Moka smiled and nodded, "Yep, have I not told you?" she chuckled sweetly, "Two older ones and one little one. I'm the third of four girls."

Yukari chuckled, "That is something Ben should hear." she said to herself. Yukari seemed to have an epiphany as her eyes brightened up with joy, "Hey, Tsukune, what about you? Do you have siblings?"

Tsukune laughed slightly, "No, I'm an only child. Though," he scratched his chin with his index finger and continued, "I do have a cousin. She's two years older than me, but she's always been like an older sister to me." he laughed as he thought about his childhood with his cousin.

"Big sis cuz!" Moka exclaimed, "That's the first I've heard of this."

Tsukune nodded, "Her name's Kyoko. She lives like, right across the street, so we practically lived together. She's kinda ditsy...but she'd always taken good care of me. My parents are kinda flakes." he laughed.

Moka and Yukari looked kinda distracted as they were looking at an area a little bit behind Tsukune at a girl who seemed to be walking aimlessly but also kept glancing back at them as if she recognized one of them, "Hey Tsukune," Moka started, "what does your cousin look like?"

Tsukune seemed to get a little flustered, "Huh? Why did you ask that all of a sudden? Well, she's a bit of a tomboy...but cute too! Uh..." Tsukune looked around and found the girl that kept glancing back, "Actually, she kinda looks like that girl there. Especially with the hair." the girl glanced again and Tsukune could get a better look at her, "Actually, a lot like that girl."

"Tsuki?" the girl asked.

"Tsuki?" Moka and Yukari echoed with questioning glances.

Tsukune's face seemed to look like he had just witnessed armageddon, "Kyo?" he asked.

"Kyo!?" the girls echoed.

The girl rushed up to Tsukune and practically tackled him to the ground, "TSUKI! It is you!" she shouted as she wrapped her arms around her cousin, "It is you! I was so worried!" Tsukune looked around and didn't want to cause any attention, especially if she gave any suspicions that she was human, grabbed Kyoko and took her away from the festival into a more forested area.

Tsukune tried to get himself in the right mindset. He couldn't believe Kyoko, a human, just showed up to a school for monsters like it was nothing. Tsukune blinked a few times before letting out a smirk, "Ben was right, the school security here sucks." he shook his head and smacked his face a few times to get himself to focus, "Listening, Kyo, just what are you doing here?!"

"Well what did you expect!?" Kyoko asked with tears welling up in her eyes, "I looked everywhere for you! You don't have service or something, so I couldn't contact you. Then you wouldn't contact me!" she cried, "You never used to leave my side! Before, you couldn't do anything without me! I mean, we used to take baths together!" she shouted.

Tsukune covered her mouth with his hand and looked around to see if anyone heard her. He only caught a glimpse of it, but he's certain he saw Moka's tuft of hair hide behind a bush, "Okay, can you...NOT talk about when we were children?"

Kyoko nodded and wiped her nose and began to wipe her eyes as well, "You know, the real mystery is...that this academy isn't on any map!" her tone flipped 180 and now she sounded happy-go-lucky, "I went to the address on the letterhead, but all I found was a creepy abandoned building!"

Tsukune rubbed his temples and gritted his teeth, "Then HOW did you get here?" he questioned.

Kyoko tapped her chin in thought and began to pace back and forth, "Well," she started, "I was poking around the building when this lady came and found me. She asked if I wanted to get to the academy. She then told me that I could sneak in and she gave me this ominous envelope that she told me to bring." she finished her explanation and stamped her foot, "Isn't that suspicious?! I was absolutely worried about you! Well...now that I'm here I'm gonna take a look around and find out what this school is all about." Tsukune damn near had a mental stroke after he heard her say that. "And if anything is odd about this place, I am taking you home, Tsuki!"

"Huh?" Tsukune asked in surprise.

oOoOoOoOoOoOoOoOo

"This is bad," Moka told Yukari as they tailed Tsukune and Kyoko through the main hallway of the festival, "if Kyoko finds out this is a school for monsters, not only is her life in danger...but she will take Tsukune away from us!" **_That's the least if our worries. If monsters find out we're assisting humans then we will be killed too._**

"Best thing we can do is make sure that Kyoko doesn't find out this place is a school for monsters." Yukari added.

That plan is easier said then done as almost immediately Tsukune was bombarded by Kurumu and her massive chest, "TSUKUNE!" Kurumu shouted with glee, "I'm so glad I found you! Look, look!" Kurumu lifted up her skirt slightly and showed off her tail and also a lot of her skin, "Pretty sexy hu-UGH!" she bit her tongue as she was hit on top of her head by Ben, wearing the maid outfit.

"Please remember Kurumu," Ben said in his girly voice, "No harassing the customer while on du-" Ben stopped as he looked at Kyoko. Kyoko looked back and blinked a few times. Ben looked to Tsukune then back to Kyoko and back at Tsuki and back to Kyo, "Dude, do you have a female clone or something?" Ben asked in his regular voice making Kyoko recoil in shock, "Oh yeah, I'm a guy...this isn't normal for me either, I just lost a bet."

"She's my cousin." Tsukune sighed. Kurumu and Ben both gave each other questioning glances, they had never heard Tsukune mention a cousin before.

"Psst!" Ben looked behind him to see Yukari and Moka calling them over.

"Uhhhh...come on Kurumu, plenty of work to do." Ben laughed as he grabbed the succubus by her wrist and followed Moka.

Kyoko squinted as the two left, "Very suspicious." she said as Tsukune began dragging her to the goldfish scooping booth.

oOoOoOoOoOoOoOoOo

"Okay, run this by me again." Ben said, "What the hell is going on, and how did this happen?" Ben, now out of his maid outfit and wearing pants and a long sleeved shirt that was blue with orange sleeves, was constantly checking for if Tsukune and Kyoko had made it to the booth yet so they could inevitably stop people who talk to him from giving away their identity. _Mizore is manning the stand so...yeah, this is going to be a long day._ he thought.

"Well, from what we heard, Kyoko kinda just...snuck in." Moka replied with a nervous smile.

" _Pfft._ " Ben let out a slight snort of laughter, "I fucking told you guys the defenses here suck."

"So Tsukune...picked up another one huh?" Ben could hear Mizore from behind the curtain greeting the guests. Her tone was dry, and judging by what she said he assumed that Kyoko was right next to Tsukune. Ben peered from behind the curtain and saw Mizore darting dagger eyes at Kyoko.

"Agh! Yukari, stop her!" Ben whisper yelled. Yukari nodded and made a bath pan crash on Mizore's head. Tsukune quickly grabbed Kyoko and turned around, only to be met with Ms. Nekonome who was behaving equally as weird by asking if she could eat the fish, "Her too!" Yukari complied and Tsukune tried to get Kyoko away from as many people as possible, but just kept running into friends. Ben sighed, "Yukari just...just hit everyone." After nearly fourty-five minutes, Tsukune and Kyoko finally seemed to escape everyone that talked to him, and Yukari was huffing in victory, "Damn girl, I didn't think you'd knock everyone out." Ben cleared his throat and addressed his friends who still weren't aware of the situation...so Ruby and Mizore, "Okay, listen, that girl is Tsukune's cousin. We can't let her find out about this place being a school for monsters, if she does she is likely going to take Tsukune away and I can't deal with this place without him! Seriously, if I was stuck with JUST you girls I'd probably go insane."

"Thanks...I guess." Mizore replied with a dry tone.

Ben sighed, "That's not the point! The point is--" Ben stopped midsentence and the girls could see a shiver run through his body, "Spider Sense...trouble's nearby." Ben peered around the corner and saw the guy that assaulted Moka the day before, "That guy looks like he's had a shit day."

Moka gasped as she peeked as well, "That's the dude that assaulted me yesterday." she whispered, "Tsukune shoved him off the roof."

"I saw." Ben replied. _This isn't good, we need to find Tsukune._ "C'mon, let's go find Tsukune and Kyoko."

oOoOoOoOoOoOoOoOo

"Shoot that was close," Tsukune said to himself, "to think that the guy from yesterday would be looking for me." he sighed and rubbed his temples, "This just keeps getting worse and worse." Tsukune had luckily managed to lead Kyoko away from the festivities again stating it would be to hide from that guy.

"What are you hiding from me, Tsuki?" Kyoko asked turing to face her cousin, her face full of concern while still looking as if she was angry. Tsukune cocked an eyebrow in confusion, "Don't try and lie to me! You've always been a rotten liar!" Kyoko scoffed and fixed her zip-up, "Whatever, I've already figured out what's going on, I know what sort of school this is." Tsukune face became blank, had Kyoko truly found out what's going on at the school not only would she be in danger, but Tsukune would have to abandon his friends. Kyoko faced away from Tsukune and clutched the envelope she was carrying, "I can't believe a school like this actually exists, but...I understand and I can deal with it." Kyoko heard a rustling and turned to a bush where Ben was leaning against a tree right by it, "YOU THERE! STOP HIDING!"

"I'm not..." Ben said before smiling and pointed to the bush, "But they are."

"AH, BEN!" Kurumu's voice shouted before she jumped out of the bush and begun smacking Ben, "You gave away our position asshole!" Kurumu stopped and looked at Kyoko who just stared at her, Kurumu let out a slight laugh and waved, "Hello." the other girls, Moka, Yukari, Mizore, and Ruby walked out of the bushes. Everyone was still dressed as they were earlier the only one Kyoko noticed had changed was Ben.

"Wait...I have seen them today...but who are you?" Kyoko asked while pointing at Ben.

Ben blinked and cleared his throat so that he could respond in his girly voice, "I'm just your typical tomboy maid that you saw this morning." he then chuckled and went back to his regular voice, "I'm a guy remember?"

Kyoko hummed and nodded in understanding, "I see." she said with a determined voice, she pounded her fist into her hand and smiled like she had cracked the code, "It all makes sense now. No wonder why you wanted to keep this a secret, Tsuki. A secret school not on any map, no entrance exams, a girl with a tail in a maid costume, a boy crossdressing as a girl in a maid costume, the little witch girl, that cat eared teacher, the girl who plays with ice, and a Yakuza..." she nodded as she listed off all of her 'findings', "Yes, it is as plain as day anyone can see that this school...this school..." her face turned red as she pointed to Tsukune and her friends, "is all for perverts! My Tsuki has enrolled into some sort of kinky school!"

Ben had to stop himself from falling over in laughter, _No...no fucking way._ his cheeks puffed out trying to contain all his laughter, _Nobody is this stupid!_ Ben was able to keep his cool and took a deep breath to stay composed, "If that was true how come Tsukune is the only one here with a harem?" Ben asked, quietly groaning.

Kyoko's face stayed red as she explained, "Yes it just makes sense. I've read plenty of manga that has similar situations." _Jesus, she really IS that dumb!_ Ben thought, _My god, she really is related to Tsukune._ "Besides," Kyoko continued, "I should have known the second I saw these cute girls hanging out with you!" she accused. That was the nail in the coffin, Ben couldn't contain his laughter anymore and let it all out, "But...why Tsuki?" she asked, "Is it because you couldn't get into a real school? Well...It doesn't matter! I'm taking you home with me and that's that!"

"Oh no!" Ruby gasped.

"She didn't find out and yet the result is still the same." Moka added with a sad tone.

Ben stopped laughing and stood up, a serious expression in his face. "What is it Ben?" Tsukune asked.

"Trouble." was all Ben replied. As he did so, the 'Yakuza' man from the day before found them and began rushing towards Tsukune with bloodthirsty eyes.

"AONO!" he shouted, "You're gonna die today boy!

"Tsukune," Ben said, "Take your cousin and leave...I'll handle this." Tsukune nodded and picked up Kyoko and dashed further into the forested area. Ben popped his neck and cracked his knuckles as the man got closer, "Girls...I know you want to help...but this could be dangerous, so stay out of the way."

"And who said you know what's best?" Kurumu asked, "We'll help if we want, this is to help Tsukune for crying out loud. Who the hell do you think you are?!"

Ben smiled as he looked back to the succubus, he then pointed his thumb to himself and laughed, "Who the fuck do you think you're talking too? I'm Spider-Man, bitch."

oOoOoOoOoOoOoOoOo

Tsukune ran as fast as he could without looking back, he trusted Ben enough for him to take care of things while he took care if his cousin. Tsukune looked down at Kyoko, she was understandably scared, she had no idea what wss going on, that he wasn't the same kid she grew up with anymore. Suddenly loud shots were heard causing Tsukune to stop and Kyoko to grab tighter to her cousin. "Th-That sounded like a gunshot!" Kyoko exclaimed, her heart began to race at the fear that her cousin was being hunted.

Tsukune began to second guess himself, he doesn't know how Ben can handle bullets. Fists are one thing, but small projectiles? "I'm sorry Kyoko." he apologized as he set his cousin on the ground, "I have to go back."

As Tsukune turned to leave, Kyoko grabbed onto his shirt and pleaded for him not to, "You can't go back there, Tsukune! You'll get killed!"

Tsukune turned his head to face his cousin and smiled, "I'm really glad I came to Yokai Academy. It's dangerous here...but everyday is an adventure. I have lots of close friends and we're really THERE for each other. Like right now...I have to help. So please, Kyo, don't ask anymore questions, just let me go." Kyoko looked in awe at her cousin, it was strange, but never before had he sounded so cool to her. She nodded and Tsukune ran back to where his friends were.

oOoOoOoOoOoOoOoOo

Moka's eyes were widened in fear. She lied on the ground after being pushed from Ben and right behind where her head was, on a tree, were two bullet holes. Ben grimaced as he saw the gun, Yokai was definitely the last place he expected to see one, but he was still prepared. "I told you to stay out of the way. We don't know what this guy has." he growled at the girls.

"Damn kid got in my way." the Yakuza growled. He looked at Moka and smiled, "Well, well...you're the girl from last night. Good. I wasn't finished with you." he said while licking his lips. The girls still couldn't believe it, mist have never seen a human weapon up close like this before, only in movies and manga, "Pretty cool, huh?" the Yakuza boasted, "Yeah, humans may be worthless, but they make some pretty cool toys. I stole this off some human in Okinawa. Stupid drunk American talking hot shit in a bar...that's alright, no one will hear him talking in a ditch." Ben's eyes narrowed and he focused on the gun, it was military issue, M1911, _7 shots...plus 1 in the chamber if the guy is smart. He's used two, there should be 6 shots left._ "No matter who you are, monster or human...one of these to your head and you're history."

"Hey," Ben called out and the Yakuza looked at him, "you have some nerve threatening my friends while you sit back like a little chicken shit and hold a gun sideways because you think you're some rapper." Ben taunted and the Yakuza pointed at him.

"Oh-ho, how about I deal with you first then, since you're so concerned with these friends of yours." he threatened.

"Bring it on." the Yakuza growled in anger at Ben's cocky attitude and fired a shot at him. Time slowed and Ben already knew the trajectory of the bullet and used that knowledge to move his head slightly to the right. The end result wss that the bullet hit the tree again. Ben's friends gasped as they thought for sure he would have been hit. "You've made three fatal mistakes today loser," Ben explained as he slowly walked towards the Yakuza. The man fired again and Ben dodged it by contorting his body, it was as if his spine was jello. He continued walking, "You are trying to kill my friends, you shot at me...but honestly, you killed an American soldier who probably had a family back home, and they'll never know who his killer was."

The man fired again, and Ben dodged, "What of it? Why would you care!?" he asked as he fired again.

"Call it national pride." Ben dodged on more time, and then his Spider Sense stopped alerting him to the gun, _Out of ammo?_ Ben mentally counted, _So he only had 7 bullets? Really._ Ben smirked as he stood right in front of the man, "Well..." Ben grabbed the gun and held it to his head, "you shouldn't miss from this close right?" the man in a fit of anger pulled the trigger again at the punk who dared test him, but then _click_ , nothing. It was empty. Ben smiled, "~Someone isn't counting~" he said in a sing song voice. He then twist the man's arm and forced him to drop the gun, while it was falling, Ben kicked it up towards the sky and backhanded the man with a lariat making him stumble back. Once the man regained his footing, he began to transform his lower jaw becoming monstrous like an ogre, Ben shot a web line at the empty gun that was still in the air and slammed it against the Yakuza's head like it was a Morning Star. The force was so great that not only did the man collapse to the ground unconscious, but also blood spurted out from the side of his head. Ben walked over and felt for a pulse. "Thank god, he only has a concussion." Ben then looked into the man's wallet and found some useful information including his name and address, "SHIELD will have a field day with you asshole." he commented as he put the man's wallet back in the man's pocket.

"Ben!" Tsukune called out as he ran up to him, "You're okay?"

"Why did you say it like that? Did you think I couldn't handle that chump?" Ben accused, "Need I remind you of the bigger fish I've fought on this campus! My god Tsukune, I'm really hurt that you think that I couldn't handle that."

"No!" Tsukune said while rubbing his head nervously, "I just...didn't think you could dodge bullets."

"Tsuki!" Kyoko called out, she was out of breath from running all the way back. She looked at the man on the floor and at the strange string that was on the floor, "You said...not to ask any more questions...but..."

"Hold on!" Ben interrupted, "I admit it, this is all my fault, you see I was asking Tsukune to be very discrete about me because the truth is...I'm a mutant and I wanted my friends here to keep that away from you. Tsukune just happens to have been caught in all of this because he and I are...like, best friends."

"I...I see." Kyoko said as she rubbed her chin, "So you and your friends were worried that I would not accept you as Tsukune's friend because you are a mutant. Well, as it is hard to swallow.. I accept it. And it is clear you are helping my cousin in every way possible, even stopping that Yakuza there. Thank you." she said with a bow.

"No way..." Tsukune whispered.

"Man, you're cousin is kinda dumb." Ben joked and Tsukune elbowed his shoulder to make him shut up.

"Well," Kyoko looked up to the sky and saw light was beginning to fade, "it's starting to get late, I think I'll head home."

 _YES! We did it! Hell yeah, all in a days work for Spidey!_ Ben mentally cheered.

"Wait, Kyoko...that envelope, weren't you supposed to give it to someone?" Tsukune asked as he pointed to the envelope that was in his cousin's hands.

"Oh!" Kyoko had completely forgotten about it, "Actually, the lady said I just have to come here and someone will grab it but...well, nobody came." as she said this the ground began to rumble and the teens started to lose balance. "Wh-What's going on?! An earthquake?" Ben's Spider Sense went off again alerting him to danger, _NO! I thought we were done! That's the one monster a day, that's the formula!_ Suddenly a large toad like creature loomed over the teens. "WHAT THE HELL IS THAT!?!"

 **[Intermission: Hey there guys, that was almost a normal chapter's worth of words, but we still have another to go so now is a good time to take a break and take a piss. Maybe enjoy and ice cold Coca-Cola while you put your phone in your pocket or leave the computer for a quick bit. Is everyone back? Yeah? Okay, now for the next session.]**

Kyoko gulped at the giant toad creature, "This can't be happening," she said, "This...this just isn't possible!"

"Kyoko, run!" Moka shouted. Kyoko spent no time arguing and immediately took off in a different direction from everyone to get away from that...monster. The group soon followed and it became a foot race to get away from a toad that was the size of a medium sized house.

"What the hell is going on at this school?" Kyoko questioned, "Why is that thing here?" nobody answered and they kept running, "Dammit Tsuki, what aren't you guys telling me?"

"Don't let it catch me." A small, gentle voice was heard by Kyoko, she looked around to see who could have said it, but everyone is running and the voice was distinctly different from everyone else's. Finally, the group stopped running once they reached the area where the incinerator was located, it appeared as if they were in the clear.

Everyone was catching their breath, but Kyoko seemed to be laughing, "Okay, I get it now. I mean, it's painfully obvious, I should have figured it out right off the bat." she pointed to Tsukune and his friends, "So...where's the hidden camera? I mean, you're catching all this on film right? All these people getting scared by phony monsters!" Tsukune and the others couldn't believe what they were hearing, it was practically impossible to not figure out what was going on. **_Is she an idiot?_** Inner Moka asked causing Ben to chuckle. "Yes, yes. Pretty good animatronics. Must be some serious tech geeks at this school."

" _Yeah, I have an I.Q. of 250._ " Ben said to Inner Moka, " _So like...she isn't far off._ " **_Really? 250?_** Moka almost sounded impressed, **_Why are you still so dumb then._** " _Ah, there it is._ "

"I suppose everyone is just in on the joke." Kyoko said with a knowing smirk, "What, with the school not being on the map, the freaky lady who gave me this envelope, the American who clearly doesn't belong here, but he has the mutant ability of super genius so of course he got in--it just makes sense."

"That's...kinda uncalled for." Ben mumbled.

"All down to the dismembered voice in the envelope itself." Kyoko finished. Rumbling was heard again and the students almost lost balance, "Haha, okay Tsuki, you can stop now, I caught on." Kyoko laughed nervously. Kyoko turned and as soon as one of the giant webbed feet came into view she turned tail and ran off.

"Uhhh, guys?" Kurumu called for everyone's attention, "That thing is back!" the giant toad began to come over the trees to where the group was. It looked as if a battle would ensue, Ben began to lift up his shirt, _Guess it's time._ but he stopped when the toad stopped moving and riding on top of the thing was the Bus Driver, _On second thought, maybe not_.

The giant toad towered over everyone but just sat still like an obedient pet, "The bus driver?" Tsukune asked as he had to squint his eyes to see the man.

The bus driver laughed and took a long puff from his cigar the smoke circling in the air as he exhaled, "Sorry to scare you kids. You wouldn't have happened to see a mirror lying around anywhere have you? Been looking everywhere for it, but...no luck." he shrugged. _Well, today just keeps getting better and better._ Ben thought with a roll of his eyes. _Hope she'll be okay on her own..._

oOoOoOoOoOoOoOoOo

Kyoko ran through the forrest huffing and puffing with each step, "That dumb...Tsuki!" she complained. She finally came to a stop and leaned against the tree for support as she held her chest to slow her breathing. "He's such a jerk!" she complained, "I come here all worried about him and all he does is have him and his friends play pranks on me!" the envelope that she was carrying began to shake and make a whining sound, "UGH! What now!?" Kyoko opened up the envelope and spilled the contents into her hand. All there was is a singular mirror. She squinted, somewhat disappointed by what was inside, "A mirror?" she asked as she began to shake it around, "What was so important about this, it's just a mirror!"

"Please...don't shake me." a small voice said. Kyoko looked around, but couldn't see anyone, "Down here." the voice called again. The reflective glass of the mirror seem to move like it was liquid and a small person, like a fairy came from it and smiled, sitting on the rim. "Hello," the fairy girl greeted, "Nice to meet you, I am Lilith the Spirit of the Mirror." Lilith, as she was called, looked rather sweet. She had wings like a fairy and had smooth fair skin, she had short hair with a flower broach in it and a single blue blouse that reached to about mid thigh.

"Uh..." was all that Kyoko could say with out freaking out.

"Please, allow me to thank you!" Lilith said as she followed Kyoko with the mirror, "I couldn't have gotten away from them without your help without you!" Kyoko squinted her eyes and analyzed Lilith her face told Lilith that Kyoko wasn't sure what she was. "Oh, you've never seen my kind before?" Lilith asked, "Actually, considering you're human you have probably never seen a monster before have you?"

"Monster?" Kyoko repeated. She let out a hearty laugh, "Yeah right! You think I'm some sort of kid? Monsters don't exist!"

"B-But you are talking to a monster right now." Lilith mumbled, "Seems I've found a bit of a dense one this time around. I suppose I can convince her with visuals." Lilith looked around and saw a group of students and smiled, "Namely other monsters..." she said with a sinister chuckle. "Excuse me," Lilith called out, "would you look at this please?" she put the mirror in front of a students face and he suddenly lost his human guise and turned into his real self.

"What the hell?" he cried out, "My disguise, what happened?!"

"YEEEK!" Kyoko screamed in surprise.

"You see?" Lilith said with a smug grin, "These students are only disguised as humans--theybare actually monsters! My mirror reveals true nature! My mirror can dissolve the vest disguise in the world!"

"Amazing." Kyoko said with awe, "That's a projector right? This is so cool! Show me more tricks! I mean...haha...show me more 'true natures'." Lilith smiled, "I can't believe Tsuki got accepted here. This place is the craziest!"

"Alright! Your wish is my command!" Lilith announced, "Let's go show some true natures!"

oOoOoOoOoOoOoOoOo

"What kind of mirror are we talking about?" Ben asked the Bus Driver.

The Bus Driver jumped down from the toad and walked up to the kids, "Well, it is a dangerous mirror, one that is cursed. It is called Lilith's Mirror." he took a puff of his cigar and and blew it out again, "It exposes the true face of whomever it shines upon. It was hidden in a safe place, but...apparently it's been stolen." the students gasped, "I've been searching the school for it. Then all of a sudden this fellow with webby toes started acting up." he said as he patted the toad on his toe.

"Attacked us is more like it!" Tsukune complained, "But why, we don't have a mirror!"

"Hmm..." the Bus Driver took another puff of his cigar, "None of you accepted a package from a stranger? If mishandled...you could be badly hurt."

"Wait...package?" Ben asked and it seemed Tsukune had the same thought, "That means..."

"Tsukune!" Moka called out, "The envelope that Kyoko brought with her. What if that was the mirror? She could be in great danger."

Ben flinched slightly...well, slightly was an understatement it was more like his whole body shook. He then gripped his head and cried out in pain, "Holy shit!" he called out.

"What is it Ben?" Tsukune asked.

"That mirror...I think it's being used...also, my Spider Sense is going haywire. We need to find Kyoko now!" he said with determination, "You guys take the ground, I'll swing around." Ben pointed his hand forward and shot a Web Line from his wrist and swung off, _This is going to be a long day._

oOoOoOoOoOoOoOoOo

Kyoko had gone around with Lilith and exposed many of the students true forms...an action, it seems, proved to be quite taxing on her because she was actually starting to believe what Lilith was saying earlier. "Okay Lilith..." she huffed, "I think that I've seen enough."

"Seen enough?" Lilith questioned, "We are just getting started!" Lilith then took her mirror and began to wave it around more and more students and watched as they all transformed into their true forms. As more monsters changed into their true forms Kyoko became more and more dumbstruck, perhaps she truly had found real monsters. Her face showed an expression of fear and Lilith laughed, "What's wrong mistress," Lilith asked, "Is this not what you wanted? You wished to see everyone's true nature..." Lilith turned and her sweet, innocent face turned into an evil malevolent one, "well, take a good long look! That is, for as long as you live."

Off in the distance, a shadowy figure laughs as the monsters are unleashed upon the school, "Incredible," she said with a smile, "truly this is a work of art!"

"Wait...this means that..." Kyoko looked around at everything that was going on, beasts and creatures running free, "monsters are real?"

"BINGO!" Lilith laughed, "Took long enough, god you are dense. Now that I have fulfilled your wish of wanting to see the true natures of these creatures, it is time for me to take what is rightfully mine..." she smiled and licked her lips, "YOUR SOUL! It's dinner time!" Lilith faced the mirror at Kyoko and a blinding light emanated from it blinding the human in the process. It seemed as if Kyoko would die here, eaten by a monster, a creature she didn't realized existed until a few moments ago.

"KYOKO, WATCH OUT!" the voice of Moka was heard as she came sprinting out of nowhere and slapping the mirror away from Kyoko's face. "Are you okay?" Moka asked, "We all split up to find you." Moka grabbed Kyoko's hand to help her up, but the realization hit Kyoko...there had been smoke and mirrors the whole time, but not in the way she initially thought. EVERYONE was a monster in disguise, and that meant that Moka was too. Knowing that, Kyoko snapped her hand out of Moka's grasp in fear.

"Stop! I'm not fooled anymore." Kyoko said as she stepped back from Moka, "I know full well now. You're a monster too! One of them! Some sort of horrible monster, just get away!" Moka had a sad expression on her face hearing that, it was like when she was little, she was an outcast again.

"How dare you come between me and my food!" Lilith shouted in anger. The two girls looked around them to see they had been surrounded by ferocious looking monsters with Lilith leading them as if they were pets, "I picked the most violent monsters and used my magic to make them take orders from me. They were so confused from their transformation that it was mere child's play." she laughed in a haughty tone, "Now...hand me your soul...my mistress." Kyoko gulped as the monsters began to close in, they were completely surrounded, no way out.

Moka gained a serious expression as she stared at Lilith. **_The mirror, get the mirror and we can deal with this ourselves!_** "Kyoko..." Moka said, trying to keep calm, "can you get the mirror?"

"Hell no!" Kyoko said shaking her head and crossing her arms to make an 'X', "No way, that's a fool's errand. I'll get killed. Why would I trust you?"

Moka smiled lightly, "Do you...trust Tsukune?" Kyoko looked at Moka with saddened eyes, "You're right. I am a monster. But...I am also Tsukune's friend. So let's do this, for Tsukune." Kyoko's eyes began to well up with tears and she nodded, "Then take my hand!" Kyoko grasped Moka's hand and the two ran head first into the danger. Several monsters lunged forward to attack the two, **_Duck, now!_** Moka ducked and pulled Kyoko with her. When the monsters were over their heads the two continued running as if nothing was in their way. **_There she is, she will likely try to run away so get her way from her mirror first._**

Lilith, who was resting on the frame of the mirror, took notice of the two approaching her, "What? Think you can take me down with you?" she asked, "You must be out of your--HEY, what the hell?!" Moka had shot her arm forward and gripped the little fairy in her hand as she pulled the mirror from Lilith's grasp.

"Moka, hurry! They're getting closer!" Kyoko yelled in a worried tone. Moka grabbed the mirror and brought it to her face. Her reflection shortly changed to her inner self and that form took her place, regardless of the rosary.

Moka turned heel and performed a roundhouse kick and cleared all of the monsters that opposed them with one strike. Moka chuckled as she cracked her knuckles, "Silly mirror, your power has become your curse, but that's what happens when you show everyone's true nature."

"Hey! I found them!" Moka looked in the distance to see Ben leap to their position, "I was looking for a red jacket...but I saw this mess and--" Ben stopped when he looked at Moka to see her in her transformed state, but the rosary was still on. He frowned slightly, "Um...what?"

"The mirror, it shows the true nature of those who see their reflection." Moka smiled, "Quite beneficial."

"Moka, Kyoko!" Tsukune yelled as he and the others ran up to them. Tsukune practically collapsed from exhaustion, he clasped his hands together and bowed, "Kyoko, I'm soooo sorry I scared you I...I..."

Kyoko placed her hand on Tsukune's shoulder and smile, "It's okay, Tsuki. Moka protected me." she said with tears in her eyes.

"Just what the hell was that Lilith mirror doing here in the first place?" Ben asked, and almost immediately regretted it as his Spider Sense blared. He had an idea of where the danger was this time and turned his attention to the wires holding lanterns above his head, "Aw, fuck..." on the wires was a familiar face he never thought he'd see again, Ms. Ishigami, the former art teacher.

"It was a gift...from a former teacher," she smiled, "You can't really fault me for wanting to make the festival livelier, can you? So...did you enjoy your present, Moka Akashiya?" she asked.

"Wait...that's--" Tsukune said in disbelief.

"Guess we have a snake problem again." Ben groaned.

Ishigami growled at Ben, "Four months, it has been four months since Akashiya and that brat hurt me. Honestly, the wound is still sore." she explained.

Kyoko gasped and tugged Tsukune's shirt, "Tsuki...that's her, the woman who told me how to get here!"

Tsukune grimaced, "So...it was you all along, you are the one who stole Lilith's Mirror and then gave it to my cousin. You planned all this...this...chaos!"

Again, Ishigami smiled, "You don't enjoy my art piece? I think it's quite fantastic...wouldn't you agree Lilith." That seemed to be some queue to Lilith. The little fairy began to rise from Mizore's arm with the mirror in hand.

"Tsukune get back!" Kurumu shouted, "The mirror is acting wei--" before she could finish a bright, powerful light covered the students. The result was the other girls transforming into their monster forms. Ben patted his body all over ad if expecting something and gave a sigh of relief, _Thought I was gonna have four extra arms for a second._ In the chaos, Lilith escaped and flew to Ishigami with the mirror.

"Hopefully now all of you will get to know each other." Ishigami laughed, "The light of Lilith's Mirror cuts through all your lies and forces you to reveal your true self. Let's see what happens what happens when we use it on every student in the school."

"What?" Tsukune asked, "No way! The students will lose their disguise and start to kill each other...it'll be a bloodbath!"

Ishigami laughed, "That's the point." Ben clutched his fists and clenched his teeth, _So she does plan for everyone to kill themselves_ "Do you know what the most beautiful thing in the world is?" she asked, "Death. Every classical playwright found the beauty and art of the fallen hero, and don't we all so adore the falling flower petals?" Ishigami raised her hands to the sky, "Flowers, life, love...they are all their prettiest at the moment of their extinction! As an artist, I long to see the beauty of death, the death of this school!"

"You're insane!" Tsukune yelled out. He looked back to the girls and called for their help, "C'mon girls, we have to get the mirror back."

"Tsukune..." Kurumu said in a soft tone. The succubus smiled and bother her and Mizore tackled Tsukune to the ground, "You're all mine!"

"I get it now." Ben mentioned, "True natures had two meanings. It shows the monsters in their true forms...but also what their truest desires are, the parts that make them terrible."

"Correct." Ishigami nodded. She then looked to Moka and smiled, "It seems it works on you too. Be honest Moka, what you want most...is the mirror...isn't it?" Ishigami laughed as she took off to continue her tirade on the school.

Kyoko, upon seeing all of this, began to move back in fear of what was going on, "You're human, so you should be fine." the Bus Driver mentioned as he grabbed her shoulder, "Kyoko, right? Better come with me." as he was leaving, Tsukune called out to him.

"Hold on! Do you know what's going on?" he asked as he shoved Mizore and Kurumu off him.

The Bus Driver took a long puff of his cigar, "Like your American friend said. The true self shown isn't just the monster form, but also their secrets and desires. Those are our true feelings, aren't they? That's why the mirror wss hidden. It's dangerous." he chuckled, "When one's soul is bared, they lose all self restraint, like your friends."

"Tsukune..." Kurumu called, "I'm feeling...really hot you know." as she said this she began to undo buttons on her dress and folded open the top to reveal her bare chest to Tsukune. Tsukune...well...he lost a lot of blood. _Eh, I could take it or leave it._ Ben thought.

Ben looked to Moka who squinted her eyes in Ishigami's current location and began to leave. Ben quickly grabbed her wrist, "Woah, where are you going?" he asked, "You know she's setting a trap for you right? It's plain as day."

"Let go Ben." Moka said with a stern voice, "I'm leaving and I don't need to babysit you or Tsukune anymore! That mirror allows me to transform without removing the rosario. In other words...I have no more use for you and Tsukune."

"Moka just think about this-"

"No! I've made up my mind." she gave an angry expression to Ben, "Face it...you were just replaced by a looking glass." and just like that, she was gone. Tsukune had heard the whole thing, he seemed realky hurt by what she had said.

Ben, on the other hand, seemed frustrated, "That stupid, arrogant, stubborn, BITCH!" he shouted, "I was trying to stop you because...just because you transformed, doesn't mean the rosary was removed. Dumbass." he said under his breath. He wasn't sure if she noticed, probably not. _And if she still has that rosary on, nothing has changed...only her personality._ Ben took a deep breath and sighed, "Tsukune..." he looked back to see his friend being ripped apart (figuratively) by the other girls, "when your done there. Help me out." Ben began walking towards the chaos of students fight each other, "Someone has to stop this, we're all that's left. I can't swing to the building, nowhere to attach my webs, so I need you to get there as soon as possible. I'll clear my own path..." as Ben said this he took off his shirt revealing a new suit. Tsukune couldn't make it out as Ben was too far away, but he was left with some more advice, "It doesn't matter that she doesn't want our help Tsukune...she's our friend and we have to help her no matter what. I mean, we'd do the same for everyone else, right?" and Ben was gone into the sea of monsters.

Tsukune gulped and nodded, "Yeah..."

"Well, Tsukune," Kurumu said with a smile, "Pick...which one of us do you want as your new Moka?" Tsukune's eyes widened in shock, he couldn't believe what he was hearing.

"You're kidding me, right?" Tsukune asked as he broke from the girls grasp. He had an expression that they had never seen portrayed to then and that was disappointment, "What the hell is wrong with you girls? 'Which of us is to be the next Moka'? What kind of question is that? Ben was right. We have to help Moka, not because of who she is, but because of what she is! Moka is our friend, same with you, Kurumu, Yukari, all of you! We would help any of you if you were in the same situation. What if it was Kurumu?" Kurumu swallowed a lump in her throat and Tsukune continued, "Or Ben? Or what about me? She is our friend and we WILL help her. Nobody can replace Moka, and nobody can replace you guys either."

"Oh...Tsukune." Mizore said with a tear in her eye.

"So, will you help me save our friend?" Tsukune asked and all the girls looked at each other.

"Okay." Kurumu said with an affirmative nod.

oOoOoOoOoOoOoOoOo

Ishigami stood on the roof of the school laughing maniacally and taking in the 'Majesty' that was the entire campus going to shit. Fights were breaking out among the crowds, tents, stalls and whatever were being broken down, even buildings were being destroyed. To some it looked like utter chaos, but to Ishigami it looked like a masterpiece. She laughed at the destruction, "Yes, this is the truth of our souls! Without disguises, lies, artifice we are reduced to nothing but lust and rage! This is my dream! This is truth, this is art!" a slight sound was heard, like something landed near Ishigami, "And all that's left is to await you, Moka."

"Me?" Moka asked with a slight smile, "My, how flattering. But seriously, with all your talk of truth and art, isn't the overall motive just revenge?"

"Revenge?" Ishigami echoed, "That day you defeated me, I wouldn't admit it but I was-"

"Yeah, yeah, yeah, yeah. Look, can we hurry ththis up? Because, frankly, I don't give a damn about your motive. You're pissed about before, you want to get back at me and Ben for defeating you. That's the textbook definition of revenge, so let's agree to that and get on to the fight."

Ishigami removed her bandana and let her hair out and scoffed, "I think that American has rubbed off on you. You have become much more annoying this time around." she then went back to a cocky smile, "But Moka, it is too bad you han't figured out, the changes in your body."

"What are you-" Before Moka could finish her question, Ishigami essentially flash stepped behind her. Moka's eye's widened in surprise, "So fast--how?" she questioned.

"You're mine now!" Ishigami shouted, "You are familiar with my ability to petrify, yes? I'll turn you to stone where you stand!" Moka tried to avoid one of Ishigami's snake hairs from biting her, but she wasn't fast enough and the snake bit her wrist. Then another came and cut the side of her neck. Moka back stepped to avoid more attacks and could already feel the effects of the purification kicking in. "There's no escape that way vampire!" Moka felt a buzzing and looked behind her to see a flock of random monsters that were lizard like, but also had wings. Moka tried to spin to dodge their attacks, but she ended up getting cut all over her body.

"It's...not that she has become faster." she coughed out, "I've become slower. Why? Why do I feel so weak?"

Ishigami let out a cocky laugh, "Where is all that vampiric strength, Moka? You're as timid as your lesser half!"

Moka looked down to her neck and groaned, "Oh...fuck me." she said quietly, "So that's why I don't have all my strength. The rosario is till in effect."

Ishigami clapped slowly as her hairs wrapped around Moka and kept her in place, "Finally you get it. The rosario was still in effect the whole time. The mirror was used as a means to goad you to me. All I wanted to do was trap you here and then finish you when the effects of your abilities wore off."

Moka sighed, "That was the plan." she said with a frown, "Until now I wasn't able to fight unless I had Ben or Tsukune here to awaken me. Too many times have I felt helpless...and too many times have I almost killed both of them..." surprisingly, tears began to well up in her eyes, "Well no more! As long as I possess Lilith Mirror, I cam fight alone!"

"I can't believe you Moka! Why didn't you tell us?!" Moka turned her head the most she could and Ishigami looked up to the sky to see Kurumu carrying Mizore and Yukari, "You are by far the world's WORST communicator!"

Moka's heart rate began to escalate as the people who she considered 'friends' were possibly flying head first into danger, "Dammit! Get away from here! I don't need you!"

Ishigami groaned in annoyance and sent more of her minions after the newcomers, "I don't know how you broke free, but I will ensure you are stopped here and now! Go, don't let them take my Moka!" Kurumu let go of Mizore and Yukari and both took down a minion with ease, Kurumu than swooped down and cut another minion and used her force to throw it off the roof.

"Jokes on you, you old hag! Tsukune woke us up. And he's about to wake her up too!"

Moka's eyes shot behind her as she saw Tsukune approaching her with Ruby carrying him as she flew, "Dammit Moka!" he shouted as he had his arm outstretched, "If you need help, just ask! Me or Ben, we're friends aren't me!? So act like it, STUPID!"

"NO!" Ishigami shouted, "Harpies, go!" Harpies that were under her control went after Tsukune and slammed him against the fence. However, they were too late as Tsukune had successfully removed the rosary.

"Take that..." he said with a smile. Moka, feeling an increase of strength, kicked the harpies away with great force, sending them off the building. "Moka," Tsukune started, "we care for you, we all do. Just look at what we went through just to get to you." Tsukune pointed to the ground where there were dozens of collapsed bodies that looked like that had the crap beaten out of them.

"You all...went through that...for me?" Moka asked.

"Umm..." Kurumu laughed, "We flew...you may want to thank-"

"Agh! Bitch!" Ben's voice was heard as he jumped to the roof, his back was turned and one of the mermaid girls were attached to his back, "Get off me fish!" Ben shot his head backward to hit the fish in the face before throwing her off the roof. He then shot a Web Line and attached the mermaid to the roof. "Phew!" he clapped his hands a few times and turned around, "Somebody call for an exterminator?" his new suit showed perfectly for everyone. Classic red for the primary and blue for the secondary, with a large black spider on his chest that went around to his back and a black web pattern on the red parts of the suits. "Hi, I'm Spider-Man and I'll be your superhero today." he pointed to Moka and walked up to her.

"Ben...I'm--OW!" Moka rubbed her head as Ben chopped it.

"Dumbass." he said with a chuckle, "I'm sure Tsukune already told you, but I'll reiterate: We're your friends. We are here for you when you need it. I understand your need to feel independent from us, really, I do, but that doesn't mean to push aside everyone that cares about you because of your vampiric pride. Honestly, swallow your pride, pull your head out of your ass. Let's do this." Moka was speechless, she hadn't heard Ben get mad at her like this before. She nodded and the two began to approach Ishigami.

"Ben..." Moka said softly, "About your suit...Well, I was thinking your next suit should be black but...I'm glad you did this. The colors really suit you." she smiled.

"Hey, can't mess with a classic." Ben winked his lens. "You know, this is kinda full circle."

"How so?" Moka asked.

"Well, our first team up was against Ishigami. And now, as we have become more fully grown, we can end this with Ishigami."

"A lot has happened this year." Moka laughed, "I'm going to miss our times like this Be--" Moka stopped and cleared her throat, "I'm going to miss our times like this...Spider-Man." Ben looked to Moka and nodded, a smile was visible even through his mask.

"So...you're approaching me?" Ishigami asked, "Instead of just giving up you're choosing to fight back?!"

Ben stopped Moka and struck a pose with him bending at an absurd angle and holding his hand up to his face, "Moka...pose!" he whisper yelled.

"What?"

"Just do it! It'll...uh...it's a magic spell taught to me by Doctor Strange himself to make us stronger." Moka, still slightly unsure, complied and gave a pose similar to a fifties pin-up girl, "HAHA!" Ben continued, "We can't beat the ever living shit out of you without getting closer!"

Tsukune stared, absolutely dumbstruck, "There is...absolutely no way he just did that."

"You damn brats, you have been a thorn in my side for one last time!" With a battle cry Ishigami sent her snakes forward, one good bite on Moka and she was done for, Ben was human so she figured just one bite would be enough as well.

 **Music Cue: Spiderman--Futuristic**

Ben dodged a snake head and webbed it to the rooftop, "Hey Ishigami," he called out in a sing song voice, "long time no beat down, how was your vacation with your cousin in the Serpant Society...shit, I used that joke with Ririko already." he commented with a snap of his fingers. More snakes came his way and he danced around them...literally he danced around the snake hairs and webbed them up. Ben jumped and spun in the air, letting his webs fire out and hit more of the hairs and stuck them to the ground. Out of the corner of his lens, Ben saw Moka was about to be hit by a snake. Time slowed and Ben protected his front by making a web shield, then to help Moka he shot a Web Ball behind his back and hit the snake before it hit Moka making it feel like she had just been slapped by a pool noodle. Moka jumped away towards Ben and patted his shoulder.

"Thanks for the save, one more and I'll be rock solid." Ben gave a salute and kicked his web shield forward.

"Okay, time to get down." Ben pushed Moka to the ground and jumped to the air, "Web Blossom!" he shouted as he spun in the air and shot Web Balls all over the place and connected Ishigami's hair to the roof. Ishigami tried to move, but her hair wss completely stuck. Ben helped Moka to her feat, "Let's finish this." and Moka nodded. Ben rushed behind Ishigami and Moka took the front. Moka comboed Ishigami by using kicks and Ben used his fists, halfway through beatdown the two switched and now Ben kicked and Moka punched. Moka finished it off by swiping Ishigami's feat out from underneath her and Ben cocked back for a powerful punch, "SPIDER...SLAM!!!" he punched Ishigami and the force was so powerful she broke through the ceiling and went into the next floor of the building. Moka and Ben stared at each other for a few seconds as a cracking sound was heard, both shrugged and waited for the roof to break sending them both to the next level with Ishigami.

Moka wiped dust of her shoulders while Ben popped his neck, "Are those new Web Shooters?" she asked.

"Oh, yeah." Ben replied with a chuckle.

"When did you have time for that?"

"Same time when I was working on the suit."

"Wow, really? You made that in like a week. That's pretty impressive."

"Oh, will you two SHUT UP!" Ishigami shouted as she got up from the rubble, "If you think that we are finished here, you are greatly mistaken! I will not lose to a vampire and some bug twice!"

Moka and Ben looked at each other before looking back to Ishigami, "It's arachnid." they said in unison. The two then dashed forward, Ben jumped in the air and attached his webs to more rubble that looked like it would fall and pulled it towards him. He spun around and used the momentum to slam into Ishigami's head.

While Ishigami was distracted by the slab of rock, Moka ran up and cocked her foot back, "Learn your place!" she shouted as she kicked Ishigami out through the wall and into another building, forming a crater as her body clung to the wall. Ben webbed her to the crater for good measure.

oOoOoOoOoOoOoOoOo

"Hm, looks like a party." the Headmaster said as he held up Lilith and her mirror. He arrived due to the massive commotion being made.

"Oh, well if it isn't the Headmaster." the Bus Driver said with a tip of his cap, "Yeah, feels like when we first opened this place. It was complete pandemonium!" the Bus Driver lit an new cigar and took a puff, "And thus...we decided to hide our true selves. I still stand by that decision. What was the saying? 'Lies are the stuff of love and diplomacy'?"

"True," the Headmaster admitted, "But we can't be sure our way will last forever. Humans and monsters need a common bond that can survive the truth."

The Bus Driver laughed, "How about a Meta-human." he pointed to Ben, Moka and Tsukune.

"Okay Tsukune, we need a secret handshake, like this." Ben said as he and Tsukune slapped hands together twice before finishing off by clinking their Web Shooter and Holy Lock together respectively. "It's the little 'clink' sound that's what makes it special." Tsukune laughed at Ben's explanation. Ben removed his mask and wrapped his arms around Tsukune and Moka's shoulders. "We're the best team around! A vampire, a human and a meta, it's like an RPG."

Moka looked at Ben's head and noticed his hair was much longer than when she first met him, but also that they seemed...different. "Wait...your roots are brown." she mentioned.

"Huh?" Ben asked before ruffling his hair, "Oh yeah, I bleach my hair."

"Wait, so you aren't blond?"

"No." Ben shook his head. Moka responded by letting out a genuine laugh, it wasn't sarcastic, it wasn't in a mocking tone, it truly was genuine.

"I thought you were blond this whole time." she said through her laughter.

The Bus Driver turned around and took another puff from his cigar, "Yeah, that...that is the snapshot of the future" he finished with a laugh.

 **To be concluded...**

 **A/N: I stayed up late to finish this one guys. I really hope you like it. Honestly, this is one of my new favorites, not because of action, but because of the reveal, Ben taking his responsibility as Spider-Man and using his suit. Hell yeah. But yeah, if you know the manga then you know next chapter will be the last chapter (except not because I'll have an epilogue) It's been a wild ride guys, I can't wait to start my next project after this.**

 **Remember to review.**

 **Quick review time!**

 **Toy Story 4: Oh my god, the animation is so fucking good! AHHHHHH!!! The movie is really good. If you aren't sure about it, hit the movie up on a matinee at least, it's summer guys you can make time in the schedule (unless you work, in which case I understand).**

 **Bloodstained: Ritual of the Night: Yeah, this game kicks ass. If you have never played a Metroidvania game before this is the game to try, it has a bunch of modern mechanics and is just an overall tight game, not to easy, but not too punishing either. Also Miriam is my new waifu, and you can customize your character! But yeah, good game check it out, at least buy it on the next sale or try it out if your friend has it.**

 **Okay, laters guys.**


	29. Let It Go

**Let It Go**

 **October 31st, Halloween, Final Day of the Festival...**

The Headmaster walked around the campus early in the morning. After everything that had happened the day before the Headmaster had personally dealt with Ishigami and re-sealed away Lilith Mirror and sent the parents and alumni home. He surveyed the surrounding area, looking at the damage caused, buildings broken in areas, destroyed stalls, smoke where fire once was. The Headmaster whistled at Ishigami's 'masterpiece', "Well...they definitely made a mess of things." he rubbed his chin in thought, "Now...how should I deal with this."

oOoOoOoOoOoOoOoOo

A sign was posted outside the school that caused the entire student body to be in an uproar. Ben tried to push his way through the crowd too see what was going on. Once at the front he saw a sign, but reached a roadblock, "...I still don't know what the fuck this thing says." Ben looked along in a crowd and saw Tsukune and his friends further down, "Ah, my translator. I'll consult him." as he walked through the crowd he would be greeted by the other students, Ben had made quite the reputation for himself these last four months as being a protector of the innocent, a scary individual, and a surprisingly hot girl. _As long as nobody has a picture a me in drag, I'll be okay._

oOoOoOoOoOoOoOoOo

"Wait, what?" Tsukune asked. He couldn't believe what he was reading

'Temporary Closure: Due to the damages sustained to the school grounds and buildings, Yokai Academy will be temporatemporarily closed.'

"Closed? The whole school?" Tsukune asked.

Moka shuffled her feet in place, "Yeah...I suppose that rampage yesterday got a little out of hand."

"Guys!" Ben called out as he finally pushed his way towards them, "Yo, what the fuck is going on? People are freaking out." **_School's closed._** Inner Moka replied. "Woah! Closed?" Ben looked dumbfounded, "Hell yeah! Sleep in! Who wants to go back to my dorm and watch Bebop?"

Tsukune's eyes widened as he continued reading the notice, "Uh...there's more." he said and swallowed a lump in his throat, "During the school closure, students will return to their homes and refrain from any unauthorized activity." he read.

"Go home?" Ben asked, he began hyperventilating, he hadn't thought about any of this yet, he thought he had like 2 more months, "I can't go home, I'm fuckin' homeless! I can't--" Ben stopped a took a deep breath, "Nevermind, I figured something out." _So it has finally come to this, huh?_ he thought, _I have to let everything be known._ "Oh!" Ben realized he had a problem, "Hey, Tsukune...you wanna do me a huge favor?"

"Hm? What's that?" Tsukune asked.

"Can I crash at your place for a few days until I get a ticket home?" Ben asked.

Tsukune chuckled, "Ben, with everything you've done for me...it's the least I could do." he sighed, "Since it seems we won't see you guys anytime soon...how about we exchange contact info?" Tsukune asked as he began to write down his information on paper, Ben did the same thing.

"Yeah, my stuff is in english, but like...you know, you can find it. Follow me on twitter...that I haven't set up yet. I'll be a social media super hero." Ben looked at all his monster friends and began to tear up.

"Ben?" Yukari asked, "Are you alright?"

Ben gave a smile as tears rolled down his cheek, "You guys are the greatest friends anybody could ask for. You've all done so much for me this year. When I first came here...I pushed people away because I thought having friends would just hurt, then when anyone tried to hurt you guys I realized you were more than friends to me..." he wiped his eyes and continued, "you were more than friends to me, you were family. And you all were there to support me through practically everything. You saved me...and because of that I can use my chance now to save others. To me...you guys, are all my heroes."

Kurumu wiped a tear from her eye, "Oh Ben," she said with a smile, "you're like the coolest friend I have...not like Tsukune...but a very close second." she said as she gave him a hug along with Yukari, Mizore, Moka and Tsukune.

"You're an ass...but that was pretty funny." Ben laughed.

oOoOoOoOoOoOoOoOo

Ben walked into his dorm and began to pack his stuff. His old Web Shooters, his repaired sweater (the one from his old suit) shoes, his figurines, the PS4...that he realized he was gonna have play with either a VPN or buy a second one, and other clothes he packed. He stopped halfway through packing and looked at the Holy Water given to him by Doctor Strange, the symbolism made him think of Moka...ironically it was because it made him think of Castlevania. He sighed as he thought about what Keito had asked of him:

 _"But you have to promise me something. You will not make me feel like an idiot and you will confess to Moka during the festival."_ Ben sighed and looked at his picture of him, Peter and Deadpool, "I'm sorry Peter...I can jump off crazy tall buildings, I can fight Yakuza monsters with guns, hell...I can laugh in the face of a demon and punch him in the face...but I couldn't confess my feelings to the person I love. I'm a coward." Ben laughed as he held the picture in hand, "I really am your clone! You did this to me asshole! I bet your laughing in whatever afterlife your in knowing that all your responsibilities are now mine." Ben still smiled all the same, "You ass...Thank you."

oOoOoOoOoOoOoOoOo

Once everything was gathered, Ben met Tsukune where the busses were so that he could board the right one. The two walked on the bus and waved goodbye to their friends one final time before driving off. "You know," Tsukune said as he took a seat next to Ben, "I always wondered if it would even be possible for me to return to the human world...and now that it's happening...well, it kinda feels unreal."

"I know what you mean." Ben nodded, "Like, when I first got here, I barely had anything then, all of a sudden I have people that cared for me and a new purpose in my life...also I bought a bunch of stuff, like figurines, a guitar, and a PS4."

"Why did you buy a guitar?" Tsukune laughed.

Ben scoffed as if it was obvious, "To play and look cool, duh." he smiled, "Really Tsukune, it isn't rocket science."

After about a thirty minute ride, the two stepped off the bus and walked the extra three blocks to Tsukune's home. The walk was pretty mellow, and there was a cool breeze in the air, all the more reason Ben was happy he wore a long sleeved shirt. A lot of building designs looked familiar to Ben, like the last time they were in the human world. "This place kinda reminds me of Hokuto City." Ben mentioned.

"I wouldn't be surprised," Tsukune mentioned, "The prefecture is pretty close by here. I used to go to the ocean a lot with Kyoko when we were in grade school."

"You two were pretty close, huh?" Ben asked.

"Yeah, like I said before. She was kinda like an older sister to me."

"I'm jealous, my relationship with my family kinda blows." Ben chuckled. The two finally made it to Tsukune's home and walked the steps to his front door. Tsukune sighed and reached for the doorbell but stopped, "Nervous?"

"Terrified." Tsukune laughed, "To think, I called my parents maybe once a week...I don't know. It still feels unreal."

"Well, I'm with you." Ben said as he patted Tsukune's shoulder, "Honestly, that will be the hard part, you have to explain to your parents why a yankee hoodlum is hanging out with you." Tsukune let out a chuckle. He gave another deep breath rung the doorbell.

"Coming!" they heard from the other side of the door. The latches were heard coming undone and the door opened to show Ben a beautiful young woman with light brown hair wearing a white blouse with a black apron over it, "Tsukune?" the woman asked.

"Hey mom," Tsukune greeted, "I'm home."

"Oh my God, that's your mom!?" Ben asked in disbelief, "She's so young."

Tsukune's mom tilted her head slightly, "Tsukune, sweety, I'm thrilled that you're home but..." she pointed at Ben and gave a nervous smile.

"Oh, this is Ben!" Tsukune explained as he gestured to Ben with both arms, "He's the American friend of mine I told you about, he can't go home yet because he hasn't gotten a ticket, so I offered for him to stay for a little bit."

Ben bowed, "Hello ma'am, I promise you, I'll be out of your hair as soon as possible, I just need a place to stay while I find a flight home."

"Of course!" Tsukune's mom smiled.

"Wait, really?" Ben and Tsukune asked in unison, "That easily?" Tsukune added.

"Of course Tsukune, your friend is in need." Mrs. Aono smiled, "Now, come in, come in. It's cold out there." Ben and Tsukune entered the home, taking off their shoes and removing their blazers. Ben's initial thought of Mrs. Aono was that she was a very kind woman. She took their coats even though both Ben and Tsukune protested. Tsukune had to practically slap his mom's hands away so that he could get the tea for her. Ben chuckled, it was sweet to see the relationship the two had was so strong. "So, Mr...Reilly, was it? Where are you from?"

Ben took a sip of tea and cringed, _There is no sweetener._ Mrs. Aono gave him some sugar and he smiled as thanks. After putting a few scoops of sugar in his tea he took another sip and smiled, "I'm from Queens, that's in New York." he answered.

"Oh my." Mrs. Aono covered her mouth, "That is very close to those meta-humans...the Avengers? And isn't there a school for mutants nearby as well?" she asked.

"Well, nearby is a pretty general term. They are upstate more and it's a bit of a drive but...I don't care, I have plenty of mutant friends. They're still human like us."

Mrs. Aono smiled, "What a relief, I had never met a mutant before, I was worried they hated us."

"Some do." Ben admitted, "But, there are a lot of humans that hate other humans out there. That's why there are mutants to deal with those mutants."

"The X-Men, right?" Tsukune asked as he poured more tea and Ben gave a thumbs up in response. "Ben has been our resident Western Informer, at the newspaper club, giving a sort of outside point of view on situations. It's kind of interesting seeing his point of view, though it was also a problem because we had to try and translate everything he was saying and there aren't always direct translations." Mrs. Aono laughed.

The doorbell rung again and Mrs. Aono went to go see who it was. Tsukune was putting the the tea pot back when he suddenly heard his mom scream, this resulted in him jumping a little bit and knocking his tea cup off the counter, "Shit!" Ben, being the quick thinker he was, kicked his foot out and caught the cup and then caught all the liquid in the cup before placing the cup back on the counter. Tsukune wiped his forehead and snickered, "Nice catch. Good thing for your adhesive ability." Tsukune cleared his throat when his mom kept calling for him, "What is it mom? Are you alright?"

"T-T-There's a beautiful girl here to see you!" Mrs. Aono called out. Ben and Tsukune looked at each other and walked to the door.

The two reached the door and Tsukune practically fell back in shock. Standing at the door, to the befuddlement of Tsukune, his mother and Ben who just stood with his mouth agape, was Moka with snile on her face and bag in her hands. "Sorry," she apologized, "There were a lot of busses coming this way, so I thought I'd stop by to say hello."

"Uh...c-come in." Tsukune offered. Moka nodded and walked through the doors. _I wonder if she can't come in a house unless asked._ Ben thought with a smirk. **_If you are thinking whether we can walk into a house without being asked or not, I would like you to know that is a common misconception._** Ben stopped smirking and nodded, _My god, she can read minds!_

Ben, being the gracious guest he is began to close the door, "WAIT, HOLD THE DOOR!" he heard outside.

Ben opened the door and looked to wear the voice was coming from, "Kyoko?" he asked.

"Oh!" Kyoko said in surprise, "The American. What are you doing here?"

"Well, I don't have a flight home yet, so Tsukune is letting me stay here." Kyoko nodded as she walked inside.

"Hi, Auntie!" Kyoko smiled. Mrs. Aono waved back with a nervous smile, "What's with her?" Kyoko whispered.

"Oh, Moka showed up, and your aunt doesn't know what to think." Ben explained.

Kyoko just laughed, "Well, yeah! Tsuki has been lame since elementary school, now all of a sudden a pretty girl like her showed up? She's just confused." Ben snorted and moved his hair out of his face with a slight groan of annoyance. "Hm...You need a haircut or something?"

"Oh, like you wouldn't believe!" Ben exclaimed, "My hair is so long right now I feel like it's going to suffocate me!"

Kyoko spun on her heel and smiled, "Then how about I cut your hair for you?" she asked, "I used to cut Tsuki's all the time when he was in middle school. Consider it a thanks for taking care of him these last couple of months."

Ben shrugged and smirked, "As long as you keep the sides short and the top a little long, I think that sounds fine."

oOoOoOoOoOoOoOoOo

Upstairs, Tsukune led Moka into his room. His heart was racing at thousands of kilometers and hour, "Um..." he wanted to say something, but his voice kept getting stuck in his throat. The fact a girl was walking around his room was probably the most fairytale like thing to happen to him. Moka looked around the room with intrigue, she looked at his small tv, his computer set up, his small bed, "Who's stuff is that?" she asked pointing to the guitar and bag.

"Oh, that's Ben's stuff. He took up guitar I guess." Tsukune replied with a nervous laugh.

Moka cocked an eyebrow in confusion, "When did he take up guitar?"

"It's funny you ask because...I didn't. I just went with it." the two just looked at each other for a short time before both broke into laughter. Tsukune avoided eye contact slightly, blush covering his face, "What do I even do in this situation?" Tsukune asked himself.

"I hope I'm bot bothering you...dropping in like this I mean." Moka said as she twirled her hair. She gave a sweet smile and looked at Tsukune, her whole aura seemed to engulf Tsukune and all he could focus on was her, "I just...I had this feeling that if I let you go back to the human world alone, I would never see you again."

"Huh?" Tsukune walked closer to Moka, his heart beat felt like it could be heard across all of Japan, "Why would you think that?" as Tsukune walked closer, Moka would step back, her heart also beating at a rapid pace. Moka soon stepped too far back and tripped over Tsukune's bed and fell to the mattress, with Tsukune falling just over her. Both their hearts began to beat faster and faster, "Moka..." Tsukune said quietly as both their heads inched closer and closer to each other.

"Oww." Both stopped when they heard another voice in the room with them. The covers moved and Kurumu of all people sat up right rubbing her head and yawning, "Oh, I must have fallen asleep waiting for Tsukune." she laughed. Kurumu opened her eyes fully to see Tsukune staring at her in surprise.

"KURUMU?! What are you doing in my bed?!" Tsukune yelled out before being tackled by the succubus.

"Oh, Tsukune! Thank you so much for giving me your address!" she exclaimed while shoving Tsukune's head between her chest, the old 'succubus charm'. "Haha, I wanted to surprise you, so I climbed through your window! Now we can finally spend some quality time together! I can finally meet your parents and we can just forget all about those other girls who-" Kurumu stopped when she felt a tap on her shoulder. Turning around she saw Moka waving with a condescending smile on her face, "What the hell are you doing here?" Kurumu asked.

"Well, I could as you the same thing." Moka said through gritted teeth. A sliding sound was heard and the three turned to Tsukune's closet, again Tsukune's mouth was agape as he saw Mizore who had apparently been hiding in his closet.

"Shoot, I fell asleep hiding." Mizore yawned, "Hey, Tsukune, I hope you don't mind-" Mizore sat mouth agape as Kurumu and Moka stared with shocked, and annoyed, eyes.

"Hey, Tsukune--Oh..." Yukari said with a disappointed tone as she opened Tsukune's window.

"What the hell are you all doing in my room?!" Tsukune asked with a fearful face, "Oh man, of my mom sees this, she's gonna flip out!"

oOoOoOoOoOoOoOoOo

"So, Ben," Kyoko began as she snipped locks of hair from the side of Ben's head, "What is it like...being the way you are? OH! That came out rude, I mean like uh..."

"It's fine." Ben smiled, "Honestly...my brother always had it tough because back home he would always try to use his power for good...but despite all that the media would make him out to be a menace to society because he was different. They're scared, worried that one day we'll end up destroying the city we live in because of these abilities." Ben sighed, "I...I can't blame him. I mean, he's wrong, but...when you aren't used to something and suddenly all these changes start occurring--humans getting special powers, mutants are hiding in the crowds and now, turns out, monsters are real--it's hard to accept all of that at once."

"That's terrible." Kyoko said with a frown, "I mean, you're totally a good guy!"

"Well...I'm glad you aren't the only person that thinks that. As long as I have a responsibility to protect those who can't protect themself...I will never give up." Ben clutched his fist in determination.

"You sound real cool. Like a superhero!" Kyoko smiled as she finished, "Okay, what do you think?" she handed Ben a mirror to look at his new hairdo, short on the sides with the blond all gone leaving his natural brown hair, and medium length at the top where it looked as if he had some frosted tips.

"It looks great!" he exclaimed, "Feels like I lost weight." Ben stood up from the chair to stretch and heard a scream come from upstairs.

"TSUKUNE, WHAT IS GOING ON!?!" Mrs. Aono shouted out.

"What happened?" Kyoko asked.

"I think your aunt just figured out there was more than one girl that came to see Tsukune." Ben chuckled, "Oh...I can't wait to see how he figures that one out." he sighed and popped his neck, "but I'll have to find out when I return."

"Huh? Return?" Kyoko asked.

"I need to go find the airport and get a flight outta here as soon as possible...I don't want to be a burden on Tsukune and his parents."

"But...what about the girls...what if their gone when you get back?" Kyoko asked, "Aren't they your friends?"

"They are." Ben assured, "But they aren't here for me."

"Well...let me come with you. To the airport. I feel like you could use some help trying to find your way around." Kyoko offered with a smile, "I after all, am a local."

"Yeah. That sounds great." Ben nodded. Before they left they saw Tsukune walking down the stair with his mom profusely apologizing.

"Mom I swear, they are friends from school, you don't have to worry about anything!" he sighed as his mother went back to the kitchen.

"Hey." Ben called causing Tsukune to look up, "I'm heading out. Gonna go find a flight home." Tsukune waved and Ben stopped at the door, "If something happens...call me. You have my number. I'll arrive in time, don't worry about that. And if nothing happens...well, tell everyone I said goodbye, and that I hope we can meet again." Tsukune didn't know what to say, so he nodded and waved to Ben as he left.

"Are you sure? You can do this any time you know." Kyoko reminded.

"It's fine. This is the right thing to do." Ben and Kyoko walked along the road and headed for the train station.

oOoOoOoOoOoOoOoOo

 **Tsukune**

oOoOoOoOoOoOoOoOo

 _This has turned into quite the difficult situation._ Tsukune thought as he sat in the shower washing off his body. He took a deep inhale and sighed, "I can't blame mom for freaking out in any way." he said to himself, "If I was in her shoes I'd probably do the same thing. It's times like this that I need to be mature and figure things out."

Tsukune lost his train of thought when he heard the door to the bathroom open, "Tsukune?" it was Kurumu, "I'm coming in okay?" _WHAT?! WHY?_ Tsukune thought, his heart began racing faster, _I'm in the shower, she can't come in here, that's illegal!_ Kurumu stepped into the bathroom with only a towel separating her body from Tsukune's view, _AHHHH!_ Tsukune quickly put a towel over his loin area and tried to run away, but of course the wall got in his way, _Damn wall, why can't I have wicked spider powers so I could just swing away from this situation?_

"K-K-Kuru- _MMPH._ " Kurumu quickly covered Tsukune's mouth so that he couldn't be heard by the others in the house.

Kurumu grabbed Tsukune's hand and the whole atmosphere felt quiet, "Tsukune," she said softly, "there's something I need to talk to you about...or perhaps...maybe I shouldn't have come? Am I making trouble for you, Tsukune?" she asked as she moved Tsukune's hand closer to her face. Tsukune tried to respond, but his voice got caught in his throat, _Come on! Tell her you just need to be in the shower alone!_ "I knew you wouldn't mind." she smiled as she began to put Tsukune's finger in her mouth and lightly nibble at it, "So you mind this either, right? After all, you know that I want to be...more than friends."

Tsukune tried to react, but his body felt so hot it felt exhausting to do anything. Suddenly, really shouldn't have been that surprising at this point, his body began to feel extremely cold. A splash was heard and Mizore popped out of the water like a shark, "Tsukune..." she called out as she began to manipulate the water and turn it to ice, "I knew she'd do something like this." Mizore claimed as Kurumu fell back and ice formed around Tsukune's body making him almost scream from the sudden change of temperature, "How cute of you to try this in the bath...where a snow fairy has the advantage." The ice not only encased Tsukune, but also froze Kurumu's leg to the ground. Mizore moved to Tsukune and the only part of him not frozen, which was about shoulder up, "Sorry to put you on ice, Tsukune. But I can't start pulling my punches..." she took the lolipop out of her mouth and inched closer to Tsukune's lips, "if I'm gonna win you over."

"Halt criminal scum!" Yukari shouted as she bolted through the door. However, because she didn't realize the floor was frozen, the poor witch accidently went sliding forward and grabbed hold of the first thing she could to try and support her. This led to her grabbing Kurumu's towel and pulling it down with her allowing Kurumu's...'assets' to show. _AHHH! Again? Really? I can't handle this much blood loss!_

oOoOoOoOoOoOoOoOo

"Yes, there are four of them!" Tsukune's mom was on the phone with her husband and tried to explain the situation in an extremely nervous tone, "I mean, I can entertain one girl, but how do I handle-" there was thumping heard scurrying across the floor as Mizore, still slightly wet, ran through the living room and out the door, "AH! Now they're running around in their swimsuits!"

"Get back here!" Kurumu shouted as she chased after Mizore, "It's your fault he saw me naked!"

Mrs. Aono was even more nervous than before, "Please hurry!" she told her husband before she hung up. Tsukune ran past her, pulling up his pants and his shirt still undone, chasing after the two girls with Yukari following close behind. That wss it, that was the straw that broke the camel's back and Mrs. Aono fainted.

"Mrs. Aono!" Moka called out as she quickly ran to her side.

oOoOoOoOoOoOoOoOo

"Crap, crap, crap! Tsukune yelled, "They'll tear up the whole street!" he commented as Kurumu and Mizore ran along the road fighting each other until they eventually stopped in a large play park where they could fight each other in peace. "I'm calling Ben." Tsukune flipped his phone open and dialed Ben's phone number.

oOoOoOoOoOoOoOoOo

 **Ben**

oOoOoOoOoOoOoOoOo

Ben and Kyoko stood in the train as they returned from the airport. Good news, mission success! Ben will leave on November 2 that's two days away. "So Moka's other half is what saved you from yourself?" Kyoko asked.

"Yeah, that's what happened." Ben nodded, "That's when I started to really change and become who I am now."

"And that's why you love her." Kyoko added with a cat like smile. Ben, slightly flustered, blushed and didn't respond, "So I was right!" Kyoko said with a proud laugh. "Have you told her?"

"I...can't." Ben replied, "I'm scared. Of...everything. Fear is the initial reason why I wear a mask. I haven't been able to confess to her before and I don't think I can now...even if I may never see her again."

"Uh, idiot, that's why you confess!" Kyoko exclaimed, flailing her arms in the air, "If you are never going to see her again don't you want her to at least know what she meant to you? I mean, if you don't say something you'll just be full of regret and will look back on today as your 'last chance at greatness'." she explained.

"But what if I hurt her?" Ben asked, "What if I confess and she gets upset because she doesn't know what to do with our friendship after that? What if our friendship ends because it becomes to awkward?" Kyoko grabbed Ben and smacked him across the face.

"Listen here American, you just survived going to school with a bunch of creepy people. The girl you like is at Tsuki's house right now and you may never get this chance again. But you're telling me that you're gonna back down because you are scared! Of this? Out of everything you've told me, this is pretty tame! If you can't prove yourself right now that you can tell a girl your feelings, you may never be able to tell a girl your true feelings for the rest of your life and because of that you'll keep secrets and a relationship based on secrets doesn't last long." Kyoko said having near sage-like advice in Ben's opinion. _I guess that makes sense. I mean, all of Peter's relationships were tough because he couldn't tell them what he was and it caused them to split apart...or be harmed. But if I tell Moka how I feel, then I leave my cards at the table, it means I step up to the bet and lay out my hand! Yeah, I can do this! Why did I use a shitty poker analogy?_

 **Music Cue: Vampire Killer--Castlevania**

Ben's phone began to ring and on his screen he saw the name 'Lucky Bastard', "Ah, it's Tsukune." he said as he pushed accept. "Tsukune, what's up?"

 _"Ben, I need your help, the girls have gone haywire! Mizore and Kurumu are fighting in the park near my house! Please hurry!"_

"I'm on it." Ben said with a determined tone. Ben clicked 'end call' button. "Kyoko, how close are we to the next stop?"

"We've got a ways to go still." Kyoko replied.

Ben growled in frustration, "Okay, well...what park is near Tsukune's house?" Ben pulled up his GPS app for Kyoko. Kyoko found the park and locked the directions into the phone, "Thanks." Ben ruffled Kyoko's hair and gave a thumbs up. Ben then pulled the emergency brake in his car causing the train to stop and the passengers freak out, "Ladies and gentleman, sorry for the sudden stop, but I have somewhere to be and I remembered I have a faster method of getting there!" Ben then walked to the nearest door and forced them open. Ben then gave a two fingered salute to Kyoko before jumping out of the train, which was about 3 storyes above the ground. The crowd screamed as they thought they just witnessed a man committing suicide, but to their surprise he shot back up with webs in his hand and began swinging away.

"Mutant!" some shouted.

"Monster!" others shouted.

"Go get them Ben." Kyoko said quietly with smile.

Ben ran along rooftops and off walls to try and get back to Tsukune's house, all the while he was removing his clothes and getting into his suit, which was just underneath. He tripped while running though, because he was trying to take off the pants and he tripped over a pant leg, "Dammit!" he flopped on the roof of a building for a quick bit as he removed his jeans before getting back on his feat and running again, "Fuck, how did Peter do this for two years." Ben said to himself as he put on his mask and jumped off the building and began swinging as fast as he could to the park.

oOoOoOoOoOoOoOoOo

Wheels spun with the street lights reflecting off the hubcaps of the tires on a large white van. Inside the van a young, brown haired man, was at the wheel. Peculiarly, the car itself was an American model, complete with steering wheel on the left side, as well as American license plates. The radio inside the van was turned off and instead was playing music off the aux of the driver's phone.

 **Music Cue: Zombie--Bad Wolves**

" _Why do you play music like this?_ " the man in the passenger seat asked, " _Why can't you ever listen to normal music?_ "

" _Norm--_ " The driver gave the passenger a face that read like, 'seriously?' "This is normal music. This is a great song!"

" _It's also a cover of a song by The Cranberries._ " the man passenger retorted.

" _Oh my--See, this is why you have partner issues. You judge them on every single thing. Why does it matter that it's a cover? The tone and vibe is completely different. While The Cranberries talked about a terrorist attack on their country this one is more about US troops fighting in Iraq and Afghanistan._ " the driver shook his head, " _Fucking Johnny Cash's 'Hurt' was a cover of a Nine Inch Nails song of the same name. Yet you seem to like that song fine._ "

" _I like Johnny Cash._ "

" _My point exactly! This is good music, you just immerse yourself in country-rock and orchestral-gothic style music so often that your music palette is dryer than the Sahara Desert._ " the driver sighed and tried to change the subject, so he lowered the volume on the radio, " _Look, we've been out here for almost two weeks looking for escaped monsters, and the best we got are a couple slimes and a fairy._ "

" _Pixie._ " the passenger corrected, " _Completely different. Pixies are much more dangerous._ "

" _Whatever. My point is..._ " the driver stopped talking as a bright flash of light shone in the distance like a beacon.

" _That's a serious energy spike. Definitely a monster._ " the passenger said. Suddenly, at blazing speeds the two saw a red and blue humanoid blur fly above their heads towards where the beacon went off, " _You see that, Kaine?_ "

" _Sure as hell did. Whatever that thing was, it's leading us to that beacon._ " Kaine laughed stepped on the gas and switched gears from 3 to 4, " _Finally, some real goddamn action!_ "

oOoOoOoOoOoOoOoOo

"No, this isn't good." Tsukune said to himself as he watched Mizore and Kurumu dash and slash at each other all around the park. Tsukune heard Kurumu mention something about blood which meant the two were actually trying to hurt each other, "If these girls keep this up...not only will they kill each other, but they'll completely destroy the neighborhood with all these people who have no idea what's happening!"

Yukari laughed as if this was a normal occurrence...well, it kinda was, and jumped into action herself, "Don't worry Tsukune, I'll stop them!" she shouted with glee.

Tsukune was damn near ripping hair from his head, "No, no, no, no, NO! You're just making things worse!" Tsukune gulped and looked down at his wrist. His lock swayed back and forth, "I may have to do this myself...Ben isn't here and..." he sighed, "No! This is my only option." Tsukune took a step forward and got ready for battle when he was stopped by Moka who seemed to appear from nowhere. "MOKA?!" Tsukune asked in surprise. He tried looming around her and noticed the other girls had realized she was here as well, "Moka, this is dangerous! You have to get-"

Tsukune was interrupted when Moka grabbed his face and brought him into a hug, his face being buried in Moka's chest. It was comforting, but at the same time...well, he is a boy after all. "That bitch." Kurumu growled in annoyance, "We're out her fighting and she just thinks she can swoop in and take Tsukune like that?" Kurumu looked towards Mizore and nodded before lunging for Moka, "Hell no! I've got something to say about this!"

"AH! Moka, you gotta move or else-" Moka grabbed Tsukune's hand and placed it over her rosary before having him remove it with a smile on her face. A bright light shone and Moka soon transformed into her true self, her blood-red eyes filled with intent.

"Such petty squabbling." Moka said in annoyance. She cocked her foot back and prepared for a devastating kick. Suddenly, two Web Strands attached to the ground between Moka and the other girls and Ben slammed to the ground forming a small crater. Moka's eyes widened in surprise and she had to slam the brakes on her kick so she didn't hit Ben. Ben lifted up his right and the tip of Moka's foot just barely tapped his palm. "ARE YOU INSANE?! I could've taken you head off!"

"Nah, I trust you." Ben replied causing a slight blush to form on Moka's face. "Okay!" Ben said as he put his left hand up to stop the girls, "Let me try to understand this...I'm gone, for TWO HOURS and you tear up 1/3 of the neighborhood." Ben sighed and looked at Moka, "Yeah, okay...Since she's already out, Moka and I will beat some sense into you." Kurumu gulped.

"Fine," Moka smiled, "But I want those two. You can deal with the witch."

Yukari laughed, "Good luck Ben, I may be a little girl, but my magic skills have enhanced greatly since the first time we met!" Yukari held her wand in front of her face and smiled greatly.

Ben held his hand out and shot a Web Strand at Yukari's wand and ripped it from her hands causing her to gasp in surprise, "Yeah but...you're still an 11 year old girl, with 11 year old girl muscles." Ben said.

"Oh...Wow, what do you know?" Yukari chuckled nervously, "Well, it seems I've been disarmed. I guess I'm out of this fight, so I'll just go...sit on that bench...over...there." she said with a nervous smile. Ben held up his right hand in a finger gun and fired impact webbing at Yukari, attaching her to a wall. "Owwwww..."

"Oh...Yeah, I guess that works." Moka smiled, "Okay, you want the one that flies or the one that uses ice?"

"Well..." Ben thought as he stretched, "I can practically fly. So air battles are pretty good for me."

Moka cocked an eyebrow, "You can't fly."

"Of course I can...if I get a good enough swing I can launch into the air and fly through the air." Ben argued.

"That's...not flying. It's more like falling with style."

Ben cocked a lens in amusement, "Did you just make a Toy Story reference?"

Moka cocked an eyebrow and frowned, "What the hell is Toy Story?"

"Uh..." Ben sighed before chuckling, "How about I just web them up and you kick them?"

"Yeah, sounds great."

Kurumu's eyes widened, "Wait...what?" before she knew it both her and Mizore were webbed together and pulled towards Ben and Moka before Moka let out a powerful kick that knocked the two of them against the wall by Yukari. Ben then webbed the both of them to the wall for good measure. "Oww...that sucked."

"Well, that was easy." Moka said while adjusting her hair.

"Oh yeah, first time we had a fight that didn't involve some weird twist or fight that makes one of us break a sweat. Hell, I didn't even get impaled today!" Ben replied making Moka chuckle. _C'mon Ben...say...say something._ "You know Moka...What I've wanted to say for awhile is-" Ben was cut off by the sound of a large van jumping over the wall and landing just in front of the two, "Uh...I may have to deal with this drunk driver first."

The driver got out of the front seat and came around to the front causing Ben's lenses to widen in surprise, " _Oh my God,_ " the driver said with a chuckle, " _you are one fast fucker, but you led us to quite a set of monsters that...are...wait...those are webs._ " the man turned to Ben and scowled in disbelief, his mouth agape. He brought up his hand and pointed at Ben and Ben did the same to him, " _What the fuck are you doing here?!_ " they said in unison.

" _Who is this?_ " Moka asked in english.

" _This...this is Kaine...my brother._ " Ben replied in disbelief, " _Why are you here?_ " he asked Kaine.

" _Long story._ " Kaine replied while pinching the bridge of his nose, " _But why are you wearing...that!? And why are you with a vampire?_ "

" _That's...also a long story._ " Ben replied.

Kaine sighed, " _Okay, well...thanks for leading us here, buuuut...we're gonna take things off your hands._ "

" _We?_ " Ben asked confused. Out of the back of the van walked a rather tall. shaved headed black man. Blade: The Vampire Slayer. Ben looked back at Moka who didn't look too fazed. Moka scoffed and stepped forward but Ben stopped her and pulled her behind him, " _I'm not letting you touch her._ " Ben replied with a serious tone, " _She isn't what you think. She's my friend. And if you hurt her...I will break your fucking spine._ "

Kaine looked at Ben and then to Moka and then back to Ben who squinted his lenses, " _You must be kidding me._ " Kaine groaned. Kaine let out a loud chuckle before clapping his hands together, " _Alright! Fine. You want me to go through you first? I will. Just remember...you have never beaten me._ "

" _Yeah well...I'm stronger this time._ " Ben replied. Kaine smirked and then both dashed towards each other and began to clash. Ben would send punches that Kaine would block. Kaine threw his own punches and Ben actually caught one, " _Holy shit! You're getting sloppy!_ " Kaine smirked and let loose his stingers, but Ben used his Spider Sense to avoid them. Ben then was able to successfully counter one of Kaine's attacks and kicked him against the van.

" _Dammit._ " Kaine growled. He spun around Ben and shot out a Web Line, but instead of attaching it to anything he made a Web Morningstar and tried to smash Ben's head with it, " _I've gained a couple of tricks too._ "

Blade walked away from the two and moved towards Moka. The vampire got ready and prepared to clash with the legendary hunter. Blade simply held his hand up and removed his shades, " _I'm not an enemy._ " he assured.

" _You're a vampire slayer, so forgive me for not believing you right away._ " Moka said with a scowl.

" _Your name is Moka Akashiya, you have three sisters and you wear that..._ " he pointed to Tsukune who was holding the rosario, " _to hide the image of your true self, the self that I see before me right now._ "

" _H-How do you know all this?_ " Moka asked while still keeping her guard up. Blade placed his hands behind his back and watched Kaine and Ben pummel each other.

" _I know your family very well._ " Blade replied, " _I knew your mother._ "

" _My...My mother?_ " Moka asked with a shocked expression.

" _Many years ago...contrary to popular belief I was not born this way. No. Many years ago I was human once as well. My mother...she was killed by a vampire. That's when I swore I would take on the beasts. My journey's led me to searching for Dracula and I joined a party who's goals were the same as mine. A succubus, three vampires and myself, a human. Dracula was making quite the stir in the monster community, this was early on in the life of the school, and many monsters wanted to start the new age._ "

" _Remove the problem._ " Moka mentioned.

" _Yes, that and...Dracula was still having familial issues. Several women who couldn't satiate his love for his first wife. His hatred of humans was growing ever stronger. I, eventually, was able to defeat Dracula...a human slayed the mighty monster, but...it came at a price. I was badly injured and on the brink of death. You're mother...she saved me. She gave injected me with some of her blood and I was saved._ " Blade explained and Moka nodded, " _Though, something happened, something unexpected. I did not become a vampire, nor did I become a ghoul, instead I became a dhampyr, no one could explain why. I was...an anomaly. Some say it is because my lineage traces back to vampire slayers of ancient times, others believe it is blood of the vampire that killed my mother lied dormant until activated by the blood of another vampire. Regardless...I am an anomaly._ "

" _But what does all of that mean?_ " Moka asked.

Blade nodded and put back on his shades, " _It means that I owe your mother, and all my past allies, my life. It means that I shall bring no harm to you. But also..._ " Blade and Moka looked up to see Ben dodge another attack from Kaine and countered with a powerful left hook across his jaw.

" _I told you_ ," Ben said, breathing heavily from his fight, " _I'm stronger this time._ " Kaine rubbed his jaw and spit out some blood. He growled in annoyance and released both his stingers and began to charge at Ben with intent to kill.

" _Kaine. That's enough!_ " Blade called and Kaine stopped, his stingers mere inches from Ben's throat. " _These are students Kaine, they mean no ill intent. Besides..._ " Blade walked past Ben and patted his shoulder, " _Spider-Man here was the one to help keep matters from getting worse at the school. If he can handle that much...I trust in the allies he's chosen._ " Blade opened up the van and sat in the driver's seat and waited for Kaine.

Kaine put away his stingers and growled, adjusting his coat in the process, " _This isn't finished._ " he warned as he walked to the van.

" _I'll see you back home._ " Ben added. Kaine gave a smirk and entered the van, the two drove off, kicking up dirt in the process. " _Wow, that sucked._ " Ben said as he rubbed his gut, " _Kaine hits way to hard sometimes._ "

" _Yeah._ " Moka smiled, " _So what is with his hair?_ "

" _Ugh...I have no idea. Sometimes I wonder if he and I are even related._ " he and Moka shared a light laugh.

oOoOoOoOoOoOoOoOo

Due to the...problems that the girls had caused, Ruby was tasked to return them to the monster world. Needless to say, she was pretty irritated with the group. "So...it looks like I may not see you guys again." Ben said while rubbing the back of his head, "So I wanna give you guys some things to remember me by." Ben walked up to Yukari and handed her a figurine, "Your can-do attitude and spirit to give it your all is really admirable and surprises me whenever you take down an enemy much stronger than you, so I want you to have this figurine, because it reminds me of you. It's Megumin from Konosuba." Ben smiled. He then lifted up Yukari's hat and ruffled her hair. Next he moved on to Kurumu, "Kurumu...you're a pain in the ass...but your heart is usually in the right place, so I want you to have this cool little broach that totally has my logo on it." Kurumu chuckled and accepted the gift. "Mizore...I'll be honest, I don't think you and I spent a lot of time together for me to know you well, so...here's a pair of shoes that look pretty cool and comfortable."

"Huh, I don't think I've recieved gifts like these from people. Thanks." Mizore bowed.

Ben then moved to Moka, who was still in her true form. Ben lifted up his mask so his face could show, "Hey." he greeted, "I want to thank you again...for everything you've done for me." he rubbed the back of his head and laughed, "As a bit of a reminder of me I want you to have my old sweatshirt, don't worry I fixed it." Ben gave her his old blue sweatshirt, cleaned and refurbished.

"This is...a nice way to remember you." Moka chuckled, "It's very you."

"Well, if you don't like that, I went ahead and gave you my old Web Shooters. Seems fitting since there's two of you." Ben laughed. "Truth is, I just wasn't sure how to thank you, so I guess having you keep a memento of me was the best thing I could think off." Ben rubbed the back of his head and began to walk off, thanking Moka again. _No! What are you doing? You have to do something!_ Ben stopped and turned back around, walking towards Moka with a determined face, _This is crazy, stupid and scary...but if I don't do this, I'll never forgive myself._

"Did you forget to say some-- _MMPH!_ " Moka couldn't finish what she was trying to say as Ben caught her by surprise by locking his lips with hers. Moka's eyes widened when Ben had pulled her in for a kiss and was equally as speechless when he let go even Tsukune was completely dumbfounded at what he witnessed.

Ben gave a soft smile and chuckled, "Truth is...I'm certain I love you...and it sucks because I'll probably never see you again. I just wanted you to know that." Ben heard sirens in the distance and turned to leave and placed his mask back on, "Oh," Ben stopped, "and again...thank you." with that, Ben shot two Web Lines and shot into the air.

Moka continued to look on, wide eyed, completely silent a heavy blush began to form on her face, "What?" she asked in confusion. She looked down and held her hand against her chest trying to slow her rapid beating heart.

"Wow, he finally did it, huh?" Kurumu asked with a chuckle, "It was so obvious, that guy stuck to you like...well, like a spider sticks to walls."

"He did seem to always be excited to see you." Mizore added.

"Are you okay Moka?" Yukari asked as they all boarded the bus.

"I...just don't understand why he told me now of all times. If he knew we'd never see each other again...why say anything?"

"Because he wanted you to know." Kurumu said, almost sage-like, "I mean, he obviously wanted to make sure he had no regrets. Though not ideal, the fact he finally said something is impressive."

Moka looked out the window, still confused about everything and sighed, "I'll miss you too." she said quietly before putting the rosary back on.

oOoOoOoOoOoOoOoOo

Ben swung through the air towards the sound of the sirens, it looked as if it was leading to a building fire. _I have to thank you again Moka._ he thought, _Because of you I can be like this. You saved me from myself, and because of that..._ "Spider-Man swings again." Ben said, a smile creeping along his face, "Queue the music."

 **Music Cue: Spectacular Spider-Man themesong--The Tender Box**

oOoOoOoOoOoOoOoOo

 **The End.**

oOoOoOoOoOoOoOoOo

 **A/N: That's the end folks, the ending is finally here. It has been a wild ride with many ups and downs, but in the end that is the point. The idea was to make this a coming of age story for Ben, he had to come to terms with his identity of being a clone and realize he could still be his own person, even if he was based off someone else. He was able to do that and then some as he was able to take the call to action and become Spider-Man. So it was like a coming of age story/origin story. I believe that I was able to successfully convey the character in this light and have him make choices that perhaps someone like you or me would make. It's been one fun ride, and I thank you for holding on.**

 **Now, I'm not saying that I'm finished here, we still have an Epilogue to get through as well as a special treat that I'll announce at the end of the epilogue itself. Fun Fact, to keep with the theme of clones and such many of the songs used in the story were either cover songs or songs that sampled a different song (I.E. Calm Down sampled the riff from Jump Around)**

 **On a side not, can we talk about how much of a top tier MILF Waifu Tsukune's mom is? I mean, I know she's practically just Kyoko with lighter hair, but still.**

 **As always, review, PM for questions and stay tuned for the next chapter. SEE YA!**


	30. Epilogue

**Epilogue**

Ben woke up early in the morning on November 2nd, he had a flight leaving at 7am so he knew he should be there around 5 or so. Thankfully, both Tsukune and Kyoko were nice enough to help him to the terminal and wait for him to board. _"Flight 47 to Los Angeles now boarding._ _"_ the announcer over the intercom said.

"That's me." Ben said as he got up from his seat and stretched. He walked over to both Kyoko and Tsukune and hugged them, "Thank you for having me, and thanks for watching over me when I was in this crazy backwards land."

"Wow, that was probably the most insensitive thing you said." Tsukune joked. He patted Ben on his shoulder and smiled, "I'm gonna miss you Ben...I hope that one day, you and I can meet again." Ben smiled back and he and Tsukune did their handshake and clinked their wrist apparel together. Ben then followed this up by giving Tsukune a strong hug, "Ugh! Ben, you are really strong." Tsukune coughed out.

"I know." Ben let go and punched Tsukune's shoulder playfully, "Hey, when I get home I'm gonna get a VPN and you and I are gonna play some games, I saw that rig set up in your room." Ben waved to the two cousins one last time before boarding the plane. Tsukune and Kyoko stayed in the terminal and watched as the plane took off. It seemed now all of Tsukune's friends will be returning home.

"You miss him already...don't you?" Kyoko asked.

"I've known Ben for a short time...but he said I was like a brother to him and honestly I feel the same way. So not being able to see him everyday is gonna be pretty hard." Tsukune wiped a tear from his eye, but continued smiling, "But now he's on to greater things. I just know it."

oOoOoOoOoOoOoOoOo

Ben had arrived in LAX in what felt like record time, but realistically he just fell asleep on the flight. _Best fucking sleep I've had in a long while._ he thought. Ben looked for when his next flight would be leaving, but saw a rather upsetting sign next to his flight name. "Um, excuse me," Ben asked as he walked up to an overly flamboyant desk worker, "The flight to Newark, New Jersey...that isn't actually cancelled is it?" he asked with a worried expression.

The desk worker tapped the keys at his computer and checked, "Ah, yes, unfortunately the entire east coast is experiencing an early blizzard this year that is making it im-possible to get in or out of the states. You'll have to wait until you are notified." he explained...and yes, he sounds as flamboyantly gay as you think, "We can imburse you a ticket when the next flight is available."

"Oh, yeah, that would be nice." Ben nodded.

"Right, just leave your name, phone number and I'll print you off a receipt and you'll show that as your ticket for the flight that you accept." Ben nodded and did all that he could. They had offered him to stay at the hotel that the airport runs but...that's a lot of cash, and he wasn't exactly set with American dollars yet, he still had to convert his yen.

"Well shit." Ben said as he sat just outside the terminal, "I'm stuck here for like, three days...what is there to do in California?" Ben blinked a few times before a lightbulb popped in his head, "Oh yeah!" Ben pulled out his phone and scrolled down to a contact he honestly didn't think he'd use for a long time.

" _Ughhh...This is Robbie Reyes."_ Robbie said on the other side of the line.

"Robbie, hey, this is Ben!" Ben greeted.

 _"Ben Reilly? The kid that helped me out in Japan? That Ben?"_ he asked.

"Yeah dude, it's me. Hey, can I ask a favor?"

 _"Sure...I guess."_

"I'm at LAX right now, my flight back home got cancelled until further notice...could I...stay at your place until I can go home?" Ben heard shuffling on the other side of the call.

 _"Yeah, hold on. Long night so I gotta...wake up still._ _"_ Robbie explained, _"I'll be there soon._ "

After about a half hour of waiting, Robbie picked up Ben at the airport. The car was just as beautiful as Ben remembered and it put a smile to his face as he remembered Hokuto City...the good parts, not the parts when he almost died twice. "Rob-bie REY-EZZZ!!" Ben greeted as he shook Robbie's hand, "My god, it has been a while hasn't it? I appreciate you doing this for me."

"No, no man, you helped save my brother, this is the least I could do." Robbie began to drive and got on the highway, 'California Love' was playing on his radio, it was the 'Throwback Lunch Hour'. "So, is there anything you want to do while in California? Gabe is still in school so we can grab something to eat or something."

"Yeah, actually if you don't mind, there is a place I want to check out." Ben said as he brought out a map. _I had asked the Bus Driver for a map of all the old warp tunnels that used to be in the world before people like Blade and Doctor Strange went around and sealed them up. I'm making it a mission of mine to unseal all seals that are nearby me._ "See it's this place here, is that pretty close?"

"Ah...that's on the other side of town but...You must have a good reason for wanting to go to a tunnel." Robbie said. He tapped and played with his wheel for awhile before clicking his tongue, "Yeah, okay, we'll check it out, see what's up." Robbie then kicked his car into 5th and began going 85 on the freeway. "So, you want to explain why you want to see a tunnel."

"Well..." Ben thought for a bit so he could explain it properly, "before, the monster world was connected to the human world by these 'Warp Tunnels' these tunnels used to connect all over the world, but within the last couple of decades all the warps in places like Europe and the States have been sealed, either by Blade, Doctor Strange/Past Sorcerer Supreme's or just other people who don't like monsters." Ben sighed, "But that doesn't solve anything...the point of Yokai Academy is to strive for coexistence, but how can we coexist if we don't trust anyone? So I want to uncover as many seals as possible...I got to understand these monsters, they're just like us...and they deserve to not be sanctioned off from the rest of the world."

"That's pretty admirable...But don't you think this may cause problems? What if more trouble arises?" Robbie asked.

"Then we do what we always do. Just because I want them to have a chance to go somewhere else doesn't mean I'm giving them a free pass. Besides, what if there are monsters out here that want to go to school and learn to coexist?" Ben explained.

"Well...as long as you thought it through I suppose." Robbie shrugged.

"Trust me..." Ben said with a slight smile, "this is the right thing to do. If we want to strive towards a world where humans, mutants, monsters and others can live in harmony...we must first show that we won't shut them out because they are different. We live in a modern age, mutants are starting to become more accepted so hopefully that will be the stepping stones for allowing monsters." The two drove to the other side of LA until they reached a tunnel that had a wall full of graffiti that looked like it had been building up for the last decade.

"So...where's this seal you were talking about?" Robbie asked. Ben looked all around, but didn't seem to find what he was looking for. Ben then searched the graffiti and found his needle in a haystack.

"Oh my god!" Ben exclaimed, "I found it! It's small, but it's tagged on the wall."

Robbie ran his finger along the wall where the Japanese writing was, "That's the seal? I thought it'd be a cross or something." Robbie wiped his hands off on his jeans, "So, what's the plan to remove it?" Ben turned to Robbie with a large shit-eating grin across his face.

oOoOoOoOoOoOoOoOoOo

The next day, Ben and Robbie returned early in the morning after Robbie took Gabe to school. The difference now was that they were wearing reflective vests that they 'borrowed' from a group of roadside community service cleaners, the guys who pick up trash on the road. "Are you sure this will work?" Robbie asked.

"Ro-ha-ha-hobbie, relax." Ben assured, "This road is barely used. The disguises are only for if police drive by, we're just cleaning up some graffiti. Now grab the bucket, water, soap and sponges."

The two stood there and scrubbed and cleaned the wall for the next couple of hours, but the paint wasn't scrubbing off. They went through different forms of cleaning methods too, Ben ran to the store and had bought bleach and vinegar and rubbing alcohol, but all it would do is scrub off all the graffiti EXCEPT the seal they were trying to remove. "UGGGGGHHHHH." Ben groaned.

"Maybe we're going about this all wrong," Robbie suggested, "I mean, maybe it's as easy as removing the seal." Ben looked at Robbie and then to the seal. Sweat was rolling down his forehead from the constant 80 degree heat, _Is it really that easy?_ Ben thought. Ben looked down the tunnel and then he looked behind him to make sure no cars were coming before he placed his hand on the wall over the seal. He gave a deep breath and pulled his hand real quickly, as if tearing off a band aid to rip that section of the wall off. Robbie and Ben stood side by side and looked at each other, "Did that do it?" Robbie asked.

As if like magic, the air seemed to get chilly and a cold wind blew through the tunnel before what felt like a large release of aura blew past Robbie and Ben and made all the sage brush and wild grass blow with ferocity, "Huh...guess that did it." Ben said with a shrug, "Oh crap, someone's coming." Ben said as he saw headlights of a vehicle coming from the tunnel. Ben and Robbie went on acting like they were washing the wall. From the tunnel came a school bus with familiar writing to Ben, "Hold on..." Ben said, "I think I gotta talk to this guy. Ben walked over to the school bus and sure enough it was just as he thought, the bus was the same one that was run by Yokai Academy. "Well, well." Ben said with a smile, "If it isn't the scary Bus Driver himself."

The Bus Driver smirked and took a puff of his cigar, "I felt a new seal had been removed, so I wanted to test it out. To think it was you of all people to remove it." the Bus Driver said through the smoke, "You understand what you're doing when you remove these seals don't you?"

"I do." Ben replied with a nod, "This is for the sake of coexistence...and if I'm the only human that fights for it then so be it."

The Bus Driver chuckled, "I knew I saw something in you. Something that shone bright, you, Aono, Akashiya...you all will be the front runners for the new world, a world where every monster, human, mutant and otherwise can stand by each other...not as enemies, but as allies. There will come a time in the future where you three will have to prove that."

"If it means saving everyone, then I'll be there." Ben nodded.

The Bus Driver smirked and got back on his bus and drove through the warp tunnel. "Guess things worked out?" Robbie asked.

"Yeah...things will be just fine."

oOoOoOoOoOoOoOoOo

After several days Ben was able to finally get a flight home, about four days later than planned. He then was able to Uber his way from Newark to Queens, _Oh, thank god for modern technology._ Ben thought with a smile. The uber then brought him just outside a house he knew was all too familiar, one he never thought he'd stay in, but he felt he owed it to the woman, to tell her about everything. Ben swallowed his nervousness and rang the doorbell. _Am I ready for this? Am I sure of everything?_

An older woman, roughly in her mid 50's answered the door, "Hello?" she asked. She had graying hair, a skinny frame and skin that began to wrinkle, her eyes had heavy bags underneath signifying she had been up for many nights. She was May Parker, Peter's aunt. May took one look at Ben with his hands in his pocket and covered her face with her hands, tears began to flow out, "Peter?" she walked up to Ben and pulled him in for a hug. _This...isn't right. I need to tell her now._ Ben pulled May off him, "What's wrong?" she asked.

"May there's...there's something I need to tell you." Ben said with a sigh. May led Ben inside and he explained everything to her. He told her the whole story, about how Peter had been bitten by a spider and given powers, about how he used those powers to become Spider-Man, the events with the clones all the way up to the current situation. The only thing he couldn't tell May was that he believed Peter was dead. "So you see..." Ben said between sobs, "Peter is in a different world and hasn't come back...he may never come back." May, though somewhat shocked, seemed to understand. "Now that I've told you everything, I won't bother you any more. I should go." May quickly grabbed Ben and brought him in for a hug.

"What are you talking about dear, you'll be staying here won't you?" May asked ash she patted Ben's head.

"I don't understand...Why would you want me here...you don't even know me." Ben said with tears in his eyes.

"Ah, but sweetie I do know you. If you are a clone of Peter that makes you and Kaine just as much my nephew as Peter. I could never turn my nephews away." Ben wrapped his arms around May and cried tears of joy that in the end he was accepted, "You're my family dear...and I want you to remember that."

oOoOoOoOoOoOoOoOoOo

The next couple of days were used for Ben to get reused to the timezone again. Being 11 hours behind was definitely weird. In fact, Ben didn't leave Peter's bedroom for two days, he slept all day to help him get used to the time again. When he finally took a step outside it was to grab the paper for Aunt May, "Peter?" a female voice asked _. Oh fuck sake._ Ben thought, "Peter Parker? Is that you?" Ben turned to his right to see the beauty that lived next door, the redhead Mary Jane Watson, "Oh my God, it IS you!"

"Oh...No..." Ben said while holding his hands up, "Sorry, about that, I'm actually Peter's..." _Clone? Brother? Twin?_ "Uh...cousin. I'm Ben Reilly."

"Cousin?" MJ asked, "He's never mentioned you before."

"We weren't on the best of terms." Ben explained.

"Well...welcome to the neighborhood. I'm so glad May has someone with her again. When Peter went missing her heart just broke in half."

"He's...fine." Ben lied, "He didn't want to tell May because he knew she wouldn't like the idea, but he left to pursue his dreams."

"Ah, finally getting out, huh? Well...as long as he is okay." MJ said with a slight smile, "Wish I could've said goodbye though." Ben rubbed the back of his head, _Yeah...so did I._ Ben waved his goodbyes and decided he would finally get some important things done today. _I need a license, a birth certificate, and a passport._ _Only one way to get it quick._

oOoOoOoOoOoOoOoOo

 **Avenger Tower...**

The Avengers, Earth's Mightiest Heroes, when not out saving the world from life threatening events the members either go off on there own or, in some cases, stay at the tower in case they are needed on short notice. The tower is owned by Tony Stark the main resident of the building, but current occupants include Carol Danvers: Captain Marvel, Natasha Romanova: Black Widow, Scott Lang: Antman, and Hope van Dyne-Pym: The Wasp. Tony currently was in his bar area making his mid-morning bourbon on rocks, "Really Tony?" Carol asked as she drank a vegetable smoothie...she was on a cleanse.

"Hey, I don't judge you for eating your...space sludge, so don't judge me for drinking to remove a hangover." he glanced at one of the screens on his watch that showed security cams around the building. At glance he saw something zip by one of the outside cams, like it was a bird or something, then a warning came from Friday, Tony's current A.I.

"Sir, there seems to be movement on the building's East end." she mentioned.

"On? Not in?" Carol asked.

"Maybe a bird?" Scott suggested as he came and grabbed an apple and some orange juice.

"Negative, the subject is roughly 79.5 kilograms." Friday added.

"That's about the weight of your average adult male. But how would an adult man be on the side of our building?" Tony asked.

Carol looked at the door that led to the balcony and had to do a double take, "Uh..." she tapped Tony's shoulder and pointed to the door, "That might be the reason why."

Outside the door was Ben, in his Spider-Man uniform, he held a sign up to the glass door that said 'Guess Who?' and was blasting 'Without Me' by Eminem. "Sir, it appears that there is an intruder on the balcony."

"Yeah, yeah, I got that." Tony said as he put his drink down, "Let him in." The door slid open and Ben walked into the room cheering.

"WOO!" he shouted, "Guess who's back, bitches?!" he sighed and turned off his music, still laughing.

"How did you get here?" Tony asked, slightly perplexed.

Ben cocked a lens and looked back to the door and then back to Tony, "Through...Through the door. You just let me in. Did you get some injury flying around in your human sized Gundam suit?" Carol snorted at Ben's response, "Oh my God, is that Marvel? Jesus, what happened to your hair? Did the gardener take a weed whacker to it?" Carol growled at him making fun of her hair, but she calmed herself down by taking a few deep breaths. "Anyways," Ben continued as he walked through the front room, "I'm here to ask a couple favors. And judging by the state of the streets I say you guys need me."

"What's that supposed to mean?" Carol asked.

"It means we aren't street heroes and the streets have gotten worse in his absence." Hope explained.

Ben snapped his fingers, "Bingo! I need a couple favors from you guys and in return I go back to keeping the streets clean and people don't look at you like asshats...well, some of you." he stared at Tony for about thirty seconds.

"Why should we do any favors for you?" Tony asked.

"I don't know, Spidey is a pretty valuable ally, I say we help him out." Scott said while eating a Cup of Noodle. The other Avengers just stared at him, "What? It's true."

"Look, I'm not asking for much," Ben removed his mask to look at Tony with his own eyes, "I'm Ben Reilly, the clone of Spider-Man...Tony, Peter gave everything for you, but when he needed you most you pushed him away. Now he's probably never coming home...for once can you please do right by him, by helping me out."

Carol and Tony looked at each other and then to Ben, "Spidey isn't coming back?" Carol asked with a sad expression.

"There's...there's a reason why I'm the one under the mask now." Ben replied.

"What is it you need? We'll see what we can do." Carol nodded.

"What?" Tony asked in disbelief, "What are you saying? We don't owe him anything." Carol slammed her fist on the counter and split it in half.

"Though we didn't always get along...Spider-Man was my friend. He was a good ally and was reliable. If this is his clone then that means he's just as reliable. Besides...I owe Spidey." Carol smiled at Ben, "So what do you need?"

"I need connections at SHIELD, there is this place in Japan that they have set up a base of operations," Ben explained while pacing back and forth, "I want them out. They have no right to be there and they have no right to investigate something they don't understand. All I ask is for Witches Knoll to be protected land a sanctuary for what it once held: Sunflowers." Carol nodded, "I need a birth certificate, social security, a passport and a state's ID." Ben finished, "Because, let's face it...I'm not my brother."

"Done." Carol nodded, "Of course."

"Now hold on-" Tony protested, but Carol held her hand up to his face.

"As I said, I owe Spidey, this..." she gestured to Ben, "Is the least I could do...But I'm not going to forgive you for that haircut joke."

"Fair enough." Ben held up his hands in surrender before putting his mask back on, "I'm glad we could patch things up. Now, if you'll excuse me, I have been out of commission for a couple of days, and I need to get reacquainted with this city!" Ben ran out the door and jumped off the building to the concrete below, shooting off a Web Line just before hitting the ground, "WOOO-HOO!"

oOoOoOoOoOoOoOoOoOo

Spider-Man swung through the streets of New York at high speeds, he had saw police cars driving pretty fast with their sirens on, so he knew something was up. Spider-Man landed on a flag pole just outside of a bank where police waited. This wans't his first rodeo, the police were obviously trying to seal the exits and negotiate with whomever was robbing the bank. _Okay, I'll just have to do this the old fashioned way._ Spidey looked on the roof and found an air vent he could enter, _Colonel, I'm now infiltrating the Big Shell!_ he chuckled. He was able to look down through one of the ventilation ducts and see how many mooks were on the floor. _Four? Man, they've gotten lazy without me._ Ben bent the slits in the duct opening so that his body could fit through.

"I told you, if anybody moves we'll start killing off hostages!" one of the men with guns shouted. _Hmm...I've seen these stupid, leather clad, bad tattoo having mooks before_ _._ Ben thought, _Aren't these Tombstone's men? Man, that brings me back. Okay, beat the shit out of them, make a comeback, follow up on this predicament._ Ben crawled along the ceiling until he was overhead a mook who was on his own, he seemed to be looking for someone like he expected a vigilante to show up, _Well, I guess that means the other street heroes haven't been COMPLETELY incompetent._ The mook was directly below Ben and Ben shot a Web Ball to cover up his mouth before he pulled him up and entangled him in his webbing, " _MMHMHMPH?_ " the man mumbled before Ben headbutted him to knock him out.

"Jones!" one of the other mooks called out. He sighed when there was no response, "JONES! Jesus, you better not be taking a piss right now." he heard a scream behind him and looked to see where it came from, "Mike? Mike can you at least respond?" the man groaned and got on his walkie talkie, "Lucas, you see anythi-"

"AGGHHHH!" the man heard a scream come from behind the counters. He went to go check and saw his compatriot stuck to a wall with a thick layer of webbing.

"What?" he asked, "No way. It can't be." he turned around to see Spider-Man standing right behind him, "OH SHII--" Spidey shot a Web Line and yanked the gun out of the man's hand, "Y-You're-"

"Oh yeah...I'm back."

oOoOoOoOoOoOoOoOo

The police officers saw the hostages running out of the bank and went to investigate what had happened. Once they stepped inside, one of the younger officers was the first to point out what they saw on the wall, "Hey, uh...Sarge?" he asked.

The Sergeant looked up at the wall and had to take a few steps back in disbelief. On the wall were the four mooks all stuck on a giant web with 'You're Welcome' written in webbing below it. "He's back." was all the Sergeant could say.

oOoOoOoOoOoOoOoOoOo

"Yep," Spidey said as he swung away from the crime and went towards wherever he was needed next, "that sounds like the perfect way to reintroduce 'The Sensational Spider-Man'." he smiled. What new adventures awaited him, he didn't know. But what he did know for sure was that it was going to be one hell of a ride.

 **Till Next Time. See you in season 2.**

 **A/N:** **Alright guys, the epilogue to tie a nice bow on everything. Now, I have a super announcement, by the time this is released I shall be working on the first chapter to the sequel Fast Times 2: Yokai Boogaloo (Name pending), and I will be working on a special side series that will be a sort of series full of vignettes. The premise will be that, sometime in the second season, Ben's friends are curious of his adventures in the six months they have been apart, so Ben tells them a bunch of stories (not necessarily in order) of his time as Spider-Man. These stories or events in these stories will probably be referenced at one point or another in season 2, but are really only needed if you want context to the situation.**

 **So, what will happen next? Well, stay tuned to find out. Until then, see you later.**


	31. Fast Times 2 Announcement

**Attention! Fast Times 2 Chapter one is out now! If you don't follow me, this is your announcement!**


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